Aircraft Leasing and Financing

Practice Overview

Professionals in T C Masters have substantial experiences in assisting leading airlines in the Taiwan, international aircraft leasing companies and financial institutions in aircraft leasing and finance transactions as well as in structured aircraft leasing transactions.

We have assisted the Civil Aeronautics Administration (“CAA”) of the Ministry of Transportation and Communications (“MOTC”) of Taiwan in de-regulating legal restrictions regarding foreign-owned aircraft registration. We assisted the CAA in establishing rules for allowing foreign financier to register mortgage and foreign lessor/owner to register the aircraft lease with the CAA. We regularly contribute articles published on Airfinace Annual, an Euromoney publication, reporting on regulatory changes in Taiwan.

Professionals at our firm are frequent speakers and hosts of workshops at international conferences addressing a global audience of leaders in the aviation industry, including the 1996 Asia Pacific Aircraft Leasing Conference and in the 1999 Taipei International Conference on Aerospace and Airlines Industries.

Capabilities and Experience
Cross-boarder Aircraft Leasing Representing Aircraft Leasing Companies

Assisted international aircraft leasing companies, including The Boeing Company (“Boeing”), GE Capital Aviation Services (“GECAS”) and Boullioun Aviation Services (“Boullioun”) in aircraft operating leases with Taiwan lessees including:
• Advised on transactional structure and matters in related aspects and local regulatory compliance.
• Drafted and advised on relevant transactional agreements, including aircraft lease agreements, security assignment agreement, insurance assignment agreement, etc.
• Advised on relevant local legal issues (e.g., bankruptcy regime, enforcement of lessor’s repossession right, insurance requirements, lessor’s liabilities in an aircraft accident while on lease, aircraft mortgage related legal issues, choice of law analysis, enforcement of foreign judgment and analysis on local foreign exchange control issues)
• Coordinated and worked on solutions and alternatives with local regulatory authorities where no precedent was established in certain set of circumstances
• Advised on tax matters and issued tax opinions
• Assisted foreign lessors and banks in filing for government approvals in respect of lease and mortgage registration, de-registration from Taiwan aircraft registry and mortgage discharge
• Assisted clients at aircraft delivery and re-delivery, examined and opined on conditions precedent documents and coordinated for resolution of contingencies at delivery and re-delivery
• Issued full legal opinion on leasing transactions
Assisted aircraft leasing company and worked with foreign co-counsel in a aircraft operating lease to U.S. airlines, including:
• Advised on transactional structure covering tax and financing aspects toward obtaining the U.S. tax advantages and bank refinancing
• Drafted and negotiated with lessee on behalf of lessor the aircraft lease agreements, participation agreement and trust agreement, etc.
• Advised on matters of U.S. regulatory compliance
• Advised on bank refinancing and assisted in negotiation with banks
• Advised on other relevant legal issues

Aircraft Lease, Purchase, Sale and Financing Representing Airlines

Assisted Taiwan airlines in aircraft lease, purchase, sale and financing transactions, including:
• Advised on transactional structure (including aircraft leverage lease)
• Drafted and negotiated the relevant agreements, including aircraft purchase agreement, aircraft sale agreement, etc.
• Advised on matters for local regulatory compliance and relevant legal issues
• Assisted client in dispute resolutions
Assisted Taiwan airlines in the US Export-Import Bank guaranteed financing transaction, including:
• Advised on transactional structure, and tax implications
• Negotiated on the relevant agreements, including the participation agreement, aircraft purchase agreement, aircraft installment sale agreement, loan agreement, security assignment, aircraft mortgage agreement, warranty assignment, etc.
• Issued legal opinion

Aircraft Finance Representing Financial Institution

Assisted financial institutions as agent banks in syndicated aircraft purchase financing to Taiwan airlines and leasing companies including:
• Drafted loan documents, inter-creditors agreement, mortgage agreement, assignment agreement, and other transactional legal documents
• Advised on legal lending requirements and limitations to clients in structuring the loan transaction
• Assisted at closing, examining and opining on conditions precedent (closing) documents
• Advised on and assisted in refinancing aircraft purchase
• Issued full legal opinion
We assisted syndication lenders in aircraft refinancing transactions:
• Reviewed the relevant documents, including repayment of existing loan, releasing the relevant security and assignment of warranties
• Advised on relevant legal issues