Under Italian law, vessel ownership is divided into 24 shares called “carati.”
According to sect. 143 of the Italian Code of Navigation (as amended by law Act no. 30 of 27.2.1998), the following vessels qualify for registration in the Italian registries:
• Ships of which at least twelve shares belong to natural or legal persons or entities either Italian or from other EU countries;
• Newbuildings or ships transferred from a foreign, non-EU registry, belonging to a natural or legal person or entities from a non-EU country, who shall directly control the activity of the ship through a permanent organization based in Italy. The management of such organizations shall be committed to Italian/EU individuals, corporate bodies or entities having their domicile at the ship's port of registry. These entities must undertake all responsibility for the vessel's management towards the administrative authority and any third parties, through a declaration to be submitted to the ship's registration office.
About the Flag
In southern Europe, Italy is a peninsula extending into the central Mediterranean Sea bordering upon France, Switzerland, Austria and Slovenia. The Republic of Italy also includes the islands of Sicily and Sardinia. It is one of six founding members of the European Community, and a member of the OECD, UN, and IMO. The capital is Rome, and the form of government is that of a parliamentary republic, with the President of the Council of Ministers who is responsible for the administration of the country; the bicameral Parliament; and the President of the Republic who is the head of the country vested with some limited powers. Italy's economic success is attributable to many medium and small enterprises which have supported the economy of the country for the past 60 years. Though the economy is based on private enterprise, there is a significant government involvement in some industrial and commercial activities even if it has been reduced in the last few years following privatisation. Major trading partners include the EU countries and the United States. Chief exports include metals, textiles and clothing, production machinery, wine and motor vehicles. The unit of currency is the Euro.
The Italian Code of Navigation regulates shipping, and the Ministry of Infrastructure and Transport oversees vessels’ registrations. There are several local ship registries located with the various Ports Authorities throughout Italy
In 1997 – 1998, through the law Acts 30.12.1997 no. 457 and 27.2.1998 no. 30, Italy established an International Registry. These Acts have introduced some amendments to the Navigation Code, which clarify the position.
The International Shipping Registry is divided into 3 sections:
• The first section is dedicated to vessels owned (more than 12 ship shares out of a total of 24) by an Italian or EU individual or company.
• The second section pertains to vessels, new buildings or vessels coming from a foreign registry, belonging to a non-EU individual or company who takes over the effective control of the ship directly through a permanent structure based in Italy, managed by an Italian or EU individual or company (domiciled in the place of registration of the vessel). This Italian/EU individual or company assumes all responsibilities for dealings with the Italian administrative authorities through a declaration to be submitted to the registration office.
• The third section is for vessels belonging to not EU subjects and temporary suspended from a non EU registry as a result of a bareboat to an Italian or EU subject.
Apart from the special rules provided for by the Act No. 457 (regarding the fiscal and labor regime), the vessels registered in the International Registry must comply with the same international provisions, regulations, and conventions of the Italian first registry vessels. The law of the temporary dismissed flag country rules mortgages on vessels entered into the third section of International registry ("bareboat in vessels") – see sect. 8 and 14 d. P.R. 21.2.1990 no 60.
Companies under Italian law can be classified in two groups:
• Unlimited partnerships (società di persone) in which partners in principle bear unlimited liability for the obligations of the partnership, and
• Limited business corporations (società di capitali) where the corporation only is liable for its debts and its partners/shareholders bear a limited liability in proportion to their interest or shares in the company.
There are two types of unlimited partnerships under Italian law: general partnerships (Società in nome collettivo or S.n.c.), and special partnerships (Società in accomandita semplice or S.a.s.).
In general partnerships (s.n.c.), all partners are unlimited partners: i.e. they are jointly and severally liable for the obligations and liabilities of the partnership (it can be agreed that the partnership's liabilities are allocated among its partners according to certain portions, but this agreement is not binding upon third parties/claimants). All partners, on the other side, are entitled in principle to share the management of the partnership. However, the partnership's Memorandum of Association and/or by-laws can appoint some partners as sole directors of the company. There is no required number of directors. The partnership can be managed also by a sole director. In case of more than one manager, the Memorandum of Association can provide that the decisions have to be taken by a Board of Directors, in accordance with the majority rule. The directors of the partnership are also the partnership's legal representatives, that is to say, they take the resolutions and act on behalf of the partnership entering into agreements with third parties, etc.
There are no other bodies or officers in general partnerships. In particular, there is no meeting of partners, unless it is expressly provided for in the partnership's Memorandum of Association/By-laws. The appointment or dismissal of managers, as well as any amendment to the Memorandum of Association, must be decided unanimously, unless the Memorandum of Association provides otherwise.
The minimum number of partners is two. If only one partner remains, the partnership must be wound up.
General partnerships can be registered with the Commercial Companies' Registry held by the Chamber of Commerce. If they are registered, all terms and conditions of the Memorandum of Association and Articles of Incorporation are binding on third parties. In addition, any claim against the partnership can be enforced against its partners only after it has been unsuccessfully enforced against the partnership's assets. At the end of each year, a statement of accounts must be drawn by the directors and approved by the partners, and net profits are attributed to the partners.
Special partnerships (s.a.s.) are subject to the same rules governing general partnerships except that there is a basic distinction between “Sleeping partners” (or those who are limited liability partners excluded from the management of the partnership) and “Active Partners” (or those unlimited partners entitled to act as the partnership's managers). Sleeping partners are vested with powers of control on the management carried out by the active partners; they can give their advice in this respect; they can inspect the partnership's books, and represent the partnership for single acts pursuant to a special power of attorney to be granted them by the managers.
Limited Business Corporations:
Limited business corporations may be private limited liability companies (società a responsabilità limitata or S.r.l.), share companies (Società per azioni or S.p.A.), and "corporate partnership" (Società in accomandita per Azioni or S.a.a.). They can be established only through a public deed which must be registered with the Companies Registry.
Private Limited Liability Companies
The capital is not represented by shares but is divided into portions, each one representing the contributions of the partner to the company. The portions are set out in the Memorandum of Association or, otherwise, are considered by way of inference. They can be divided and sold, and are transferred following to the death of a partner to his heirs. Company profits are distributed among partners according to their portions of the company's capital, unless otherwise provided for in the company's Memorandum of Association. It is possible to confer not only contributions in money or real assets, but also work or services.
A meeting of partners is held at least once a year with the presence of partners representing at least the majority of the capital and resolves with the majority rule on the approval of the balance sheet; on the appointment and dismissal of directors, auditors, and the president of auditors; on directors' fees, and on all other matters brought to its attention by the directors, or by partners covering at least 1/3th of the capital, or expressly reserved to it by the Memorandum of Association/By-laws. A meeting of partners resolves with votes covering at least the majority of 1/2 of the capital on any amendment to the Memorandum of Association and/or By-laws and on the appointment of liquidators. Meetings of partners are called through a letter sent to all the partners at least eight days in advance, setting out the place, date, and time of the meeting.
From 1993 (Law No. 142/1992) the company can have only one partner and in this case it is called "società a responsabilità limitata unipersonale".
Unless the Memorandum of Association provides otherwise, the management of the company is carried out by one or more partners, appointed in the Memorandum of Association/By-laws or in a meeting of partners.
If there is one director, that director would act as the company's sole director. If there is more than one director, a board of directors is set up, and the president is elected by the directors. The President of the Board of Directors or the Sole Director has power to represent the company. They can also delegate their managing powers to other Managing Directors. The resolutions of the Board are taken in accordance with the majority rule. However, private limited companies are allowed to confer the management of the company to all the partners, with conjunctive or disjunctive powers, if so provided by the Memorandum of Association.
The company balance sheet must be drawn by the directors and approved by the partners at the end of each year. Net profits are divided among the members in proportion to their portions of the capital, unless differently provided for in the Memorandum of Association/By-laws.
The Memorandum of Association must set out the name of the shareholders; the name of the corporation; registered office, objects and purposes; amount of capital; number and nominal value of each share; value of claims or assets conferred by shareholders; profit allocation criteria; shares belonging to each shareholder; the kind of management adopted, the names of directors, the names of auditors, and the duration. Therefore, the business corporation is registered in the Business Corporation's Registry with the Chamber of Commerce which checks whether all the formalities have been complied with. Shareholders' contributions to capital must be in money, unless otherwise provided for in the Memorandum of Association. In case of contributions by way of claims or movable/immovable assets, the value of contribution is assessed by an appropriate sworn expert survey.
Shares can be only registered shares. Bearer shares are not admitted in principle, save some particular exceptions. Shares must be of equal value and confer the same rights on shareholders. However, different types of shares permitted under Italian law are:
• Dividend bearing shares (they are allotted to shareholders in exchange for shares which are eliminated pursuant to a reduction of the company's capital)
• Referred shares (the dividends are paid on them with reference to the outcome of the company activities in certain particular matters)
• Saving shares (not voting shares preferred for payment of dividends and reimbursement of capital)
• Deferred shares (they are preferred in reimbursement of capital and suffer the effect of capital reduction only after the ordinary shares are eliminated)
• Employees' shares
Moreover, it is possible now to issue not voting shares, voting shares limited to some specific subjects, or dependent on certain determined conditions.
The law reform provides the possibility for share companies not to issue shares or to issue shares without nominal value, with proportionate adjustment mechanisms.
Registered or bearer bonds (debentures) can be issued up to the double of the capital plus the compulsory reserves and the available reserves of capital, or even in excess of this total amount in some cases and in particular whenever they are subscribed by professional investors or they are secured by a mortgage.
Shareholders' meetings are called by the directors or pursuant to a request of shareholders representing 1/10th of the capital. Ordinary meetings may decide on different subjects according to the management and control system adopted by the company. Three separate systems have been provided by the law:
• The traditional one, based on the distinction between the Board of Directors (or the Sole Director) and the Controlling Body (“Collegio Sindacale”)
• The monistic one, in which the management and the control are exercised by the Board of Directors and a controlling committee internal to the board itself
• The dualistic one, characterized by two organs: the Board of Directors, with reduced powers, and the Supervision Council (“Consiglio di Sorveglianza”), whose powers include some of those pertaining to the Controlling Body at the traditional one).
In the absence of a precise resolution of the company, the traditional management system is applied. In this case, ordinary meetings of shareholders: approve the balance sheet, elect directors, auditors, and the president of auditors; determine directors' and auditors' rewards; decide whenever to start proceedings against the directors and / or the auditors; and decide on any other matters brought to their attention by directors or originally reserved to them by the Memorandum of Association/By-laws (however it must be noted that the directors bear the responsibility of their acts and actions even if so authorized by the meeting of the shareholders). If the meeting is held at the first call, the presence of shareholders representing at least one half of the capital, and approving votes covering the majority of the capital represented at the meeting, is requested. If the meeting is held at the second call, there are no particular majorities requested for the validity of the resolutions.
Extraordinary meetings decide on amendments to the Memorandum of Association; on the appointment of liquidators; and on any other matter referred to them By-law. Favourable votes covering the majority of capital are always requested if held at the first call; at the second call the presence of shareholders representing more than 1/3rd of the capital and approving votes of at least 2/3rd of the capital represented at the meeting are requested.
The resolutions of the shareholders' meeting may be declared null and void by the court upon application of any shareholder/director/auditor, if it is passed with the crucial vote of shareholders in conflict of interest with the company whenever it could cause a damage to the company. For this purpose, a judicial request is to be filed within 90 days from the meetings.
Directors may or may not be shareholders. The company can be managed by a Sole Director or by a Board of Directors. In the latter case, a meeting requires the necessary presence of the majority of directors, and resolutions are always taken with the favorable vote of the absolute majority of directors attending the meeting. Directors are appointed and dismissed by the ordinary meeting, and may represent the company. They can waive their appointment. They can also delegate some of their powers to one or more Managing Directors or to a committee. They are liable towards the company if they fail to exercise due diligence in carrying out their work.
Auditors must be three or five permanent members, plus two temporary members and have the power to control the company. Meetings of bondholders are held if the company has issued bonds. In this case, bondholders' meetings are held under the direction of a President, and resolve in respect of the conditions of bonds, the appointment of the President, etc.
Balance sheets and statements of profits and losses must be drawn by the directors in accordance with rules and criteria set out in the Italian Civil Code. They must be accompanied by a report on the management of the company and by explanation notes and must then be reported to the board of auditors at least 30 days in advance of the shareholders’ meeting. The auditors submit their comments to the shareholders meeting, which then approves or rejects the balance sheet and the statement of profits and losses within four months after the end of the fiscal year (i.e. within April 30 after the end of each year). The shareholders' meeting approving the balance may decide to distribute all or part of the profit among the shareholders or to carry it forward to the next year.
Corporate partnerships are limited partnerships in which the capital is represented by shares. This type of company is subject to the general rules governing business corporations, if and when consistent with some specific provisions governing them only. The position of sleeping partners is totally similar to that of shareholders in a business corporation. The position of active partners is totally similar to that of active partners in a special partnership. Namely, active partners are managers of the company and bear unlimited liability, while silent partners are excluded from the management but bear a limited liability.
Direct taxes in Italy are divided into taxes on income produced by individuals (“IRPEF”) and taxes on income produced by business companies and partnerships (”IRES”). Therefore, taxes on income and profits of shipowners are levied in different ways according to the form of the shipowner.
IRPEF is levied on the net income of individuals on the basis of different rates varying from a minimum rate of 23% applied on incomes up to Euro 26,000.00 per year to a maximum rate of 39% applied on incomes exceeding Euro 33,500.00 per year.
IRES is levied on the net profit of limited companies organised and incorporated under Italian law, or earned in Italy by foreign companies, at the fixed rate of 33%. Moreover, it must be noted that the 95% of the dividends earned by individual partners / shareholders of limited business corporations is exempted from IRPEF.
Direct taxes (IRES) are levied on the annual profits of the companies, generated between the opening and closing of the fiscal year, as they appear from the annual balance sheet. The procedure is the following: approval of the balance sheet within four months after the end of the fiscal (calendar) year; assessment of profits according to fiscal rules (gross income less costs less losses of previous years/plus profit of previous year); statement of profit/income, and payment of taxes.
If an Italian company is owned by foreign shareholders, it is necessary to make reference to bilateral/multilateral double taxation agreements, in order to see whether double taxation can be avoided.
The primary advantage of the International Registry is the more favorable fiscal position. There are several types of fiscal facilities, among the others:
• Natural and legal persons managing vessels under the International Registry will be granted a tax credit corresponding to the income tax payable on the salaries of seafarers employed on the same vessels, such tax allowance being not considered in the calculation of the taxable income.
• Only 20% of the income obtained from the employment of vessels registered with the IR is taxed, the remaining 80% being exempted.
• Moreover, the exempted 80% is not taxed even when it is distributed as profit to the shareholders of the company.
• Furthermore, starting from 2004, shipowners can opt for a tonnage tax regime.
• Law Decree no. 137 of 1988 has amended subsection 3 of section 12 of d. Lgsl no. 446 of 1997, clearly establishing that income produced by vessels registered in the Italian International Registry are exempted from "IRAP tax" calculation.
• In order to safeguard seafarers' employment, shipowners are exempted from paying for social security contributions with regard to employees complying with the conditions of sect. 119 Navigation Code (necessary qualifications to enter seafarers' registries) and working on vessels registered in the IR. • • In addition, the employees are exempted from paying for the same contributions.
Reduction from 7.5% to 0.05% of the tax levied on the hull and machinery insurance premium. Such reduction regards any vessel registered in Italy, even if not in the IR.
• Law act. No. 522 of 28.12.1999 gives rise to the possibility for shipowners of vessels registered with the International Registry to apply for subsidies in case they decide to carry out naval services in Italy.
The Tonnage Tax
According to sections 155 – 161 of the act 12.12.2003 no. 344, Italy granted another fiscal benefit to the vessels registered in the International Registry. In fact, this act granted the option to all the companies to pay on a lump sum basis for the income tax related to the international trade of the vessels qualified as follows:
• having a net tonnage more than 100 tons,
• managed by the same company group,
• employed in merchant (cargo and passengers) activities, towing, salvage and other marine assistance activities, and
• Registered in the International Registry.
The lump sum is calculated:
• 0.0090 € per ton from 0 to 1,000 tons of net tonnage;
• 0.0070 € per ton from 1,001 to 10,000 tons of net tonnage;
• 0.0040 € per ton from 10,001 to 25,000 tons of net tonnage;
• 0.0020 € per ton from 25.001 tons of net tonnage.
Finally, depending on the age of the building, the sum calculated as above will be multiplied by:
• 0.90 from 0 to 5 years
• 0.95 from 6 to 10 years
• 1.05 from 11 to 25 years
• 1.10 from 25 years.
It must be noted that the “lump sum” income includes also all the profits regarding activities connected with and subsidiary to the management of the vessels. The option to pay income tax in this way cannot be revoked for 10 years.
Registration and Documentation
A distinction is made between major vessels and minor vessels. Major vessels are vessels which for their equipment, crew accommodations, and features are suitable for navigation in open seas. Minor vessels are vessels which are suitable for coastal navigation only. Qualification of vessels as major or minor is carried out by the Port Authority at the time of registration. For this purpose, the owners must submit a report setting out a description of the vessel's equipment and features and a statement of the intended use and destinations of the vessel.
Major vessels are registered in registers called “matricole”, held with the main Port Authorities offices (Compartimenti Marittimi) located throughout the territory of the Italian Republic. Minor vessels are registered in registers called “registri” held with Port Authorities offices located also in minor centers and towns (Circondari Marittimi). All Ports Authorities are local branches of the Ministry of Transports and Merchant Marine located in Rome.
Vessel registration is usually requested to the Port Authority of the place where the vessel is intended to be registered. If the vessel is outside Italy, its registration can be requested to the local Italian Consulate which may issue a Provisional Certificate of Registration and which will pass all registration applications and documents to the competent Port Authority.
Registration is made pursuant to an application filed by the interested party, supported by certain documents. The original or a certified true copy of title (i.e. contract of sale/Bill of Sale, Builder's Certificate, judicial order, etc.) is to be presented for registration (duly legalized if executed abroad). Registration is made only on the basis of a title which is in the form of a public instrument, such as a deed, or in the form of a private agreement duly notarized (and legalized if executed abroad). If executed abroad in a foreign language, a sworn and legalized translation in Italian would be necessary.
Vessels under construction in Italy are registered in the “Register of Vessels under Construction”, held by the Port Authority of the place where the construction is carried out upon presentation of the Builder's Certificate. The shipbuilding contract must also be registered, otherwise the building is considered to be made for the shipbuilder's account. Once the building is completed, the vessel can be registered in the Italian Registers upon application of the buyers, supported by a Certificate of Nationality if they are individuals, or, in case of companies, a certificate issued by the Register of Commercial Companies held with the local Chamber of Commerce of the place where the company is registered, evidencing that the company is qualified to own Italian registered vessels on the basis of art. 143 Nav. Code. Buyers are also requested to appoint a local representative if they are not domiciled within the district of the Port Authority of registration.
A vessel built abroad can be registered in Italy upon the purchaser's application to the local Italian Consulate supported by a Builder's Certificate, Tonnage Certificate, Certificate of Nationality (for individuals) or Certificate of Registration of the Company plus payment for a sum covering fees due on registration. The Consul issues a provisional certificate of registration (passavanti provvisorio) and passes all the documents to the Italian Ministry of Transports. The Ministry approves the name of the vessel and the purchaser can then apply to the Port Authority where the vessel is to be registered for completion of the registration process.
For vessels previously registered in a foreign register, registration in Italy is made on the basis of the contract of sale/bill of sale supported by the documents mentioned above plus an original or certified true copy of the Certificate of Deletion of the vessel from the previous foreign register.
In order to register a vessel which is already an Italian vessel, an application must be filed with the Port Authority where the vessel is currently registered. Such Port Authority will transmit an abstract of the vessel's register and the vessel's tonnage certificate to the Port Authority where the vessel is intended to be registered. The new Port Authority will carry out the registration reporting on the register all details appearing from the abstract of the previous register from which the vessel is deleted. Once that registration is made, the Certificate of Registration (“Atto di nazionalità”) for major vessels and the License of Navigation for minor vessels will be issued and the vessel will be authorized to fly the Italian flag.
Article 1 of the law act no. 457/1997 prescribes that the registration in the International Registry is subject to a prior specific authorization granted by the Ministry of Infrastructures and Transports. In order to obtain such authorization it is necessary to enter in advance an agreement with the seamen Unions, designed to rule the employment conditions on board.
On 11th May 1998 Confitarma and Fedarlinea, representing the Shipowners, on one side and FILT/CGIL, FILT/CISL and UILTRASPORTI, representing the seamen Unions, on the other, signed a Protocol, according to which for Italian / E.U. personnel the basic agreement is the Italian collective contract in force and applicable to the kind of ship concerned.
Copy of the registration application is to be sent to the Unions, which have to check that the agreement has been entered and, in the negative, they stop the application. Their leave is presumed if no opposition is raised within 15 days from the receipt of the application form duly completed.
The leave granted by the Unions ("nulla osta") shall be enclosed to the application to the Ministry of Infrastructures and Transports.
However, it is now established practice accepted by the Ministry that the application is filed even before the above agreement is reached. In this case a specific reservation to enclose the documentation relating to such agreement at a later stage (usually 15 days) has to be made in the application.
With regard to vessels transferred from a foreign registry, specific contracts/agreements must be concluded when the exemption from the application of sect. 318 Nav. Code is sought. The 1998 Protocol also sets out the criteria to be followed for the conclusion of such agreements.
The application must be in writing and stamp duties must be paid for. It must be submitted and signed by the owner only, filed with the Ministry of Infrastructures and Transports (“Direzione Generale per la navigazione e il trasporto marittimo e interno – 6th Division) and copied to the Port office where the registration should take place.
It must set out:
• name, registration number and other details necessary to identify the ship;
• name of the owner;
• the specific application that the ship is registered in IR and the indication of the particular section where the ships must be registered;
• the Port Authority where the registration must be recorded;
• Indication of international trades in which the ship will be engaged;
• tonnage certificate
Specific requirements depending on the vessel to be registered
New buildings (Italian shipbuilders)
The application must be preceded by:
• The registration of the owning company in the registry of companies authorized to own Italian vessels under the operation of sect. 143 Nav. Code. To this purpose a certificate of nationality (for individuals) or a certificate of the Registry of Commercial companies (for entities) is necessary, evidence of the authorization of the name
• evidence of the international ship's number
• documents necessary to normal registration must also be enclosed, i.e.:
• abstract of the "Registry of Vessels under Construction"
• Shipbuilding contract.
New buildings (Foreign shipbuilders)
In addition to the builder's certificate the following documents are necessary:
• certificate of deletion from the foreign Registry of vessels under construction (if it exists)
• bill of sale
• copy of the Tonnage certificate and of the Provisional certificate of registration ("passavanti provvisorio")
Vessels coming from the Italian "First" registry
The procedure is the same as that followed to transfer vessels from an Italian Port Registry to another Port Registry (transmission of an abstract of the registry from the previous registration office to the new one), but the application must be filed to the Ministry of Infrastructures and Transports and copied to the Port authority where the registration is sought.
The application must be followed by the documentation needed to identify the section which the vessel is to be entered in.
The registration office cannot transmit the abstract of the previous registry until the authorization for the registration into the IR is issued.
Vessels coming from foreign registries
The following documents are required:
• Contract of sale / Bill of sale
• Certificate of Nationality/ Certificate of Registry of Commercial Companies
The owner must also obtain a certificate of deletion from the foreign registry or alternatively a declaration that the vessel will be immediately deleted from the previous registry at the moment of its registration into the new IR.
Vessels "chartered in" with temporary suspension of foreign flag
They are registered in the third section of the IR. The procedure is similar to the registration of bare boat "chartered in" ships registered in special registries by virtue of the law Act no. 234/89 and Decree no. 66/90. Documents required: a certified true copy of the bareboat charterparty; the vessel's tonnage certificate; a certificate issued by the State of the vessel's registry certifying that the vessel's foreign flag has been or shall be suspended pursuant to its registration in Italy; a statement setting out the consent of the vessel's owners and of any secured claimants; a certificate evidencing that the charterer is qualified to own Italian flag vessels; and a photocopy of the Collective Labour Agreement.
After getting registered as a "chartered in" vessel according to the above rules, the registration will be shifted from there into the third section of the IR.
Bareboat Charter Registration
Foreign flag vessels chartered to individuals or companies qualified to own Italian vessels whose foreign flag has been temporarily suspended pursuant to a bareboat charter party, can be registered in Italy in a special separate registry held by the Port Authorities. For this purpose, an application is to be filed supported by: a certified true copy of the bareboat charterparty; the vessel's tonnage certificate; a certificate issued by the State of the vessel's registry certifying that the vessel's foreign flag has been or shall be suspended in connection with its registration in Italy; a statement setting out the consent of the vessel's owners and of any secured claimants; a certificate evidencing that the charterer is qualified to own Italian flag vessels; and a copy of the Collective Labour Agreement entered with Italian Unions. The application for registration in the above special registry takes the place of the Declaration of Ship Operator. The registration in Italy remains in effect for the duration of the charter party but in any case for a period not exceeding two years, which can be extended on application. For certain purposes, vessels chartered and registered in Italy are considered equal to all other Italian flag vessels.
A vessel registered in Italy which is let on bareboat charter party terms to a foreign company can be registered in the foreign registry of the bareboat charterers and fly the foreign flag of the country where the charterers are based, remaining however registered in Italy. In this event, the vessel's Italian flag is temporarily suspended for a period of two years subject to extension, pursuant to a special authorization to be issued by the Ministry of Infrastructure and Transports. The authorization can be granted upon the condition that the terms for employment of the crew as they appear from the bareboat charter party comply with the economic terms and conditions provided for under the compulsory applicable laws and Collective Labour Agreements. In practice, it is required that a certain number of officers are Italian or E.U., but other crew members can be foreigners. Charterers are not required to pay for ordinary Italian social security contributions except for contributions due in respect of Italian crew members.
Charter out with temporary change of flag is not allowed for vessels registered in IR, because the advantages/benefits granted to shipowners by the IR are considered inconsistent with those granted in case of "charter out" under the law Act no. 234/89.
Therefore, the temporary registration of the vessel under the foreign charterer's registry must be deleted as condition for the ship to be accepted into the IR.
In order to register a vessel no differences are made based on the age and type of vessel (e.g. cargo or passenger).
Vessel and Yacht Eligibility & Survey Requirements
There is no age requirement for registration of an Italian vessel a part from passenger vessels registered abroad. In fact, according to Sect. 9 of the law Act No. 522/1999, a passenger vessel flying a foreign flag cannot be registered with an Italian Registry if its age exceeds 20 years.
However, there is a general principle of law according to which the vessel must be seaworthy, and, if in the opinion of the Italian classification society, named "Registro Italiano Navale" ("RINA"), the vessel is no longer suitable for its intended use and destination, the Authority of the port of registration of the vessel can fix a deadline within which all necessary repairs must be carried out by the shipowner, failing which the scrapping of the vessel is ordered and carried out at the shipowner's expense.
A vessel must be seaworthy in respect of its hull, engine, crew rooms and accommodations, equipment, govern and stability, and maximum load line. Requirements for vessel's seaworthiness are determined and governed by Law Act 5.6.1962, no. 616, and by the SOLAS Convention implemented in Italy through Law Act 23.6.1980, no. 313, as amended by the London Protocol implemented in Italy by Law Act 4.6.1982, no. 438. Such Protocol was replaced and abrogated by the 1988 Protocol, which contains rules aimed to harmonise both the requirements relevant to surveys and the duration and validity of certificates. Reference to SOLAS rules is made by Italian Decree 8.11.91 no. 435 about safety of navigation and human life at sea. The amendments of 2002 aimed to enhancing maritime security on board ships and at ship / port interface areas (special measures to enhance maritime security) have been enforced as well.
Besides, the International Maritime Organisation rules and resolutions are duly enforced in Italy.
According to the Italian Navigation Code and to the above rules, the vessel's seaworthiness must duly result on the face of a number of certificates which must be obtained and kept on board.
The vessel's seaworthiness is checked in Italy by Port Authorities and abroad by the local Italian Consulate which can order that ordinary and special surveys be carried out for this purpose. In particular, in case of particular average to a vessel or cargo, injury to passengers or crew, or other casualties, Port Authorities or local Consuls can always intervene and check whether the shipowner and the master of the vessel have fulfilled their duties established in respect of safety navigation, sanitary, fiscal and customs provisions, etc., and they can refuse permission to sail in cases of breach.
Surveys and inspections to ascertain the vessel's seaworthiness in respect of hull and internal equipment, stability, govern, maximum load line, and engine are carried out by RINA. In particular, RINA is authorised to carry out inter alia:
Visits and classification surveys of vessels of any flag
Control of new buildings, major transformation or major repairs, equipment and plants
Control of materials and spare parts which are used for building, constructions, and repairs on vessel classified or to be classified with RINA
Visits of first classification of vessels built without the supervision of RINA
Periodic and occasional surveys for maintenance/confirmation of class, on vessel classified with RINA.
All certificates issued by RINA are effective as prima facie evidence unless proof to the contrary is given. They do not release the owners from their duty to keep the vessel seaworthy, nor constitute final evidence in this respect.
War ships, state ships on a non-commercial service and fishing vessels cannot enter the International Registry.
Manning requirements in respect of each kind of vessel are established by law by the Port Authority after discussing with the Seamen Unions. The Port Authority checks that the crew is composed in compliance with the applicable manning requirements and that all other provisions and regulations concerning marine labour, safety on board, etc. are duly satisfied. The Port Authorities can refuse the permit to sail if any provision on the crew is not satisfied.
The standard requirements of sect. 318 Â§1, Navigation Code, which requires a full complement of Italian or EU crew members, may be partially excluded by virtue of sect. 318 Â§2 Nav. Cod. amended by Sect. 5 of the law Act No. 88 of 16.2.2001 which allows that following an agreement to be reached between the unions of seafarers and the association of shipowners, to be approved by the Ministry, it is possible to employ foreign (not Italian or EU) seafarers.
With regard to fishing vessels, the local Port authority can authorize that crew is composed also by not EU nationals except for the captain.
In ports outside Italy where Italian or EU seafarers are not available, not EU citizens can be engaged on board not exceeding 1/4 of the crew and only for that particular voyage. The local Italian Consulate can authorise the engagement of not EU seafarers exceeding 1/4th of the crew in cases of particular need (sect. 319 Italian Code of Navigation).
With regard to seafarers' training and qualifications, the 1978 International Convention on Standards of Training, Certification and Watchkeeping (STCW 78/95) is fully applicable since it entered into force in Italy by law Act no. 739/86
Dues payable in respect of formalities with the First Register or the
for every application or certificate required
Admission of vessels to navigation on the basis of
Certificate of Registration, Provisional Pass and
License of Navigation (minor ships)
Other Shipping Related Dues
Entry of contracts transferring ownership
into the Register
Entry of other contracts is free of dues
(The above fees do not include taxes on the contents of the agreements,
such as registry tax, which is payable on all contracts in general according
to certain tariffs depending also on the value of the matter)
Survey visits dues:
tankers or ships carrying
ships up to GRT 250:
ships over GRT 250:
Italian Coast Guard Headquarters
ICT and Vessel Traffic Monitoring Systems Dept.
Viale dell'Arte, 16
00144 Rome, Italy
Contact: Cosmo Forte email@example.com
Port Authorities Offices are located in all Italian ports.
RINA, Head Office
Mr. Saverio Dimacco, Chairman
Mr. Nicola Squassafichi,
Chief Executive Officer
Mr. Antonio Pingiori,
Technical Area Manager
Via Corsica 12
16128 Genoa, Italy
Tel:  (010) 538 51 or 538 5644
Fax:  (010) 538 5361
Representative offices located in all maritime countries.
Chamber of Commerce Offices located in all Italian cities.
Genoa Chamber of Commerce
Via Garibaldi, 4 Genoa, Italy
Tel:  (010) 270 4289 or 270 4358
Fax  (010) 270 4200
Department delle Entrate
Via Morego, 30
16163 Genoa, Italy
Tel:  (010) 730 01
CONFITARMA (Confederation Italian Armature)
Piazza SS. Apostoli, 66
00187 Rome, Italy
Tel:  (06) 699 1261
Fax:  (06) 678 9473
Piazza Brignole, 5
16100 Genoa, Italy
Tel:  (010) 831 1175
Fax:  (010) 831 1198
Stockholm Agreement 96
IMO Convention 48
* IMO amendments 91
* IMO amendments 93
SOLAS Convention 74
SOLAS Protocol 78
SOLAS Protocol 88
LOAD LINES Convention 66
LOAD LINES Protocol 88
TONNAGE Convention 69
COLREG Convention 72
CSC Convention 72
CSC amendments 93
SFV Protocol 93
STCW Convention 78
STCW-F Convention 95
SAR Convention 79
STP Agreement 71
STP Protocol 73
IMSO Convention 76
INMARSAT OA 76
INMARSAT amendments 94
INMARSAT amendments 98
IMSO amendments 2006
IMSO amendments 2008
FACILITATION Convention 65
MARPOL 73/78 (Annex I/II)
MARPOL 73/78 (Annex IV)
MARPOL 73/78 (Annex V)
MARPOL Protocol 97 (Annex VI)
London Convention 72
London Convention Protocol 96
INTERVENTION Convention 69
INTERVENTION Protocol 73
CLC Convention 69
CLC Protocol 76
CLC Protocol 92
FUND Convention 71
FUND Protocol 92
FUND Protocol 2003
NUCLEAR Convention 71
MARPOL 73/78 (Annex III)
PAL Protocol 76
PAL Protocol 90
PAL Protocol 02
LLMC Convention 76
LLMC Protocol 96
SUA Convention 2005
SUA Protocol 2005
SALVAGE Convention 89
OPRC Convention 90
HNS Convention 96
BUNKERS CONVENTION 01
ANTI FOULING 01
NAIROBI WRC 2007
HONG KONG CONVENTION
HNS PROT 2010
Cape Town Agreement 2012
SUA Convention 88
SUA Protocol 88
Status of Conventions Italy
IMO Convention 48 x
SOLAS Convention 74 x
SOLAS Protocol 78 x
SOLAS Protocol 88 x
SOLAS Agreement 96
LOAD LINES Convention 66 x
LOAD LINES Protocol 88 x
TONNAGE Convention 69 x
COLREG Convention 72 x
CSC Convention 72 x
CSC amendments 93
SFV Protocol 93 x
Cape Town Agreement 2012
STCW Convention 78 x
STCW-F Convention 95
SAR Convention 79 x
STP Agreement 71
Space STP Protocol 73
IMSO Convention 76 x
INMARSAT OA 76 x
IMSO amendments 2006
IMSO amendments 2008
FACILITATION Convention 65 x
MARPOL 73/78 (Annex I/II) x
MARPOL 73/78 (Annex III) x
MARPOL 73/78 (Annex IV) x
MARPOL 73/78 (Annex V) x
MARPOL Protocol 97 (Annex VI) x
London Convention 72 x
London Convention Protocol 96 x
INTERVENTION Convention 69 x
INTERVENTION Protocol 73 x
CLC Convention 69 d
CLC Protocol 76 x
CLC Protocol 92 x
FUND Protocol 76 x
FUND Protocol 92 x
FUND Protocol 2003 x
NUCLEAR Convention 71 x
PAL Convention 74
PAL Protocol 76
PAL Protocol 90
PAL Protocol 02
LLMC Convention 76
LLMC Protocol 96
SUA Convention 88 x
SUA Protocol 88 x
SUA Convention 2005
SUA Protocol 2005
SALVAGE Convention 89 x
OPRC Convention 90 x
HNS Convention 96
HNS PROT 2010
BUNKERS CONVENTION 01 x
ANTI FOULING 2001 x
NAIROBI WRC 2007
HONG KONG CONVENTION