Tuvalu
Shipowner Eligibility
There is no restriction on the nationality of ownership.
About the Flag
Tuvalu, formerly known as the Ellice Islands, is a group of nine islands (eight inhabited) located in the South Pacific Ocean. In 1974, ethnic differences within the British colony of the Gilbert and Ellice Islands caused the Polynesians of the Ellice Islands to vote for separation from the Micronesians of the Gilbert Islands. The following year, the Ellice Islands became the separate British colony of Tuvalu. Independence was granted in 1978.
The Government of Tuvalu has appointed the Tuvalu Ship Registry as the Authority to issue all certificates necessary for a vessel to sail and trade under the Tuvalu flag.
Company Formation
The Tuvalu International Companies Act is a modern piece of corporate law tailored specifically to the needs of international shipping related businesses.
Incorporation
Incorporation is quick and straightforward, and a company can be formed within one (1) business day by submitting an application form with the following information:
1. Details of the applicant
2. Corporate name
3. Authorised share capital
4. Nature of business activity
5. Name, address, nationality and passport number(s) of director or directors
Note: A copy of the Tuvalu International Companies Act will be made available, if required.
Corporate suffix
The word ‘Limited’, ‘Incorporated’, ‘Corporation’ or its abbreviation ‘Ltd’, ‘Inc’, ‘Corp’ must form part of the name of every company incorporated under the Tuvalu International Business Company (IBC) but a company may use and may be legally designated by either the full or the abbreviated form.
Corporate name
There are no restrictions to the name of a company unless a company with an identical name already exists or the proposed name so nearly resemble an existing name that may cause confusion (except if the company in existence gives its consent), or is considered inappropriate, misleading, indecent and offensive, or the name contains any of the following words or any words conveying a similar meaning:
1. Assurance
2. Bank
3. Building Society
4. Chamber of Commerce
5. Chartered
6. Cooperative
7. Insurance
8. Municipal
9. Royal
10. Trust Company
11. Trustee Company
Restrictions
A Tuvalu IBC is not allowed to:
1. Carry on business with persons resident in Tuvalu
2. Own an interest in real property situate in Tuvalu other than a lease of property for use as an office to communicate with members or where books and records of the company are prepared or maintained
3. Carry on banking or trust business unless it is separately and specifically licensed to do so
4. Carry on business as an insurance or reinsurance company, insurance agent or insurance broker unless it is licensed under an enactment authorizing it to carry on that business
5. Carry on business of providing the registered office or the registered agent for companies incorporated in Tuvalu.
Directors & shareholders
Only one (1) shareholder is required, and only one (1) director is required for a company incorporated under the Tuvalu IBC.
Register of directors & share register
Every company incorporated under the Tuvalu IBC is required to keep a Register of Directors and one or more Share Registers. A copy of the Register of Directors and Share Register commencing from the date of registration of the company shall be kept by the registered agent at the registered office of the company and a further copy lodged with the Registrar. The copies of the Register of Directors and Share Register kept by the registered agent and the Registrar are kept confidential and do not form part of the public record of the Registry.
Amendments
A company incorporated under the Tuvalu IBC may amend its Memorandum or Articles by a resolution of members or directors.
Books, records and common seal
A company shall keep accounts and records as the directors consider necessary or desirable in order to reflect the financial position of the company at the registered office or at such other place as the directors determine. The accounts and records may be kept in or outside Tuvalu as may be decided by the directors.
A company shall have a common seal, and an imprint thereof shall be kept at the registered office of the company. The common seal may be kept in or outside Tuvalu as may be decided by the directors.
Powers of attorney
A company incorporated under the Tuvalu IBC may grant general or special Powers of Attorney to any person to act on its behalf to execute contracts, agreements, deeds and other instruments.
Certificate of good standing
A Certificate of Good Standing for a company incorporated under the Tuvalu IBC can be obtained by the company or its authorised representative.
Certificate of incumbency
A Certificate of Incumbency for a company incorporated under the Tuvalu IBC can be obtained by the company or its authorised representative.
Taxation
Income of the shipping entity in respect of capital gains or profits derived from its ownership or operation, or on any dividends, is tax-exempt.
Registration and Documentation
Provisional Registration
Copy of Documents for submission:
• Application Form R1-2
• Memorandum of Agreement (MOA) or Bill of Sale (BOS) if change of ownership has occurred
• Builder's Certificate (for new buildings)
• Owner's Certificate of Incorporation (Not required for Tuvalu Offshore Company)
• Owner's Certificate of Good Standing (Not required for Tuvalu Offshore Company)
• Memorandum and Articles of Association showing Owner's registered address
• Notarised Applicant's/Owner's Passport
• Proof of 3rd party liability insurance coverage e.g. P&I
Copy of Certificates for submission:
• Existing Certificate of Registry
• Existing International Tonnage Certificate
• Existing SOLAS Certificates (where applicable)
• Existing MARPOL Certificates (where applicable)
• Existing Load Line Certificate
• Existing Continuous Synopsis Record (CSR) File starting from Document No.1 (where applicable)
If there is a change of ownership, then the seller should be the previous owner indicated on the MOA or BOS, Form R1-2, and the existing registry certificate. Otherwise, a letter of authorisation from previous owner (or Power of Attorney) is required to ensure the seller is authorised to make the sale.
If the application is in order, the vessel will be issued:
• Provisional Certificate of Registry
• Provisional Minimum Safe Manning Certificate (as required)
• Provisional Ship Station Licence (as required)
• Subsequent Continuous Synopsis Record Document (as required)
The Provisional registration is valid for 6 months and may be extended upon application up to a maximum of one year. Compliance with LRIT, Bunker Convention Certificate, Civil Liability Certificate is mandatory for vessels that apply.
Permanent Registration
Original Documents for submission:
• Application Form R1-2
• Bill of Sale (BOS) if change of ownership has occurred or Builder's Certificate (for new buildings) - will be returned to the owner after sighting by the Registrar
• Official Deletion Certificate from the previous registry for existing vessels
If the submissions of the original documents are in order, the vessel will be issued:
• Permanent Certificate of Registry
• Permanent Minimum Safe Manning Certificate (as required)
• Permanent Ship Station Licence (as required)
No additional fees are charged for the transfer from Provisional to Permanent status except for adjustment in the fees if there is a difference in the final tonnage figures.
Change of Ownership
When a shipowner of a Tuvalu vessel sells the vessel to another party, the new owner may choose to continue the vessel's registration under the Tuvalu flag provided that the vessel's statutory certification continues to be under one of the authorised classification societies. Incentives in the form of attractive fees and taxes are provided to encourage the new shipowner to maintain the vessel with Tuvalu. Kindly contact the registry for more information.
Application forms are available on the registry website.
Bareboat Charter Registration
Provisional Registration
Copy of Documents for submission:
• Application Form R1-2
• Memorandum of Agreement (MOA) or Bill of Sale (BOS) if change of ownership has occurred
• Builder's Certificate (for new buildings)
• Owner's Certificate of Incorporation (Not required for Tuvalu Offshore Company)
• Owner's Certificate of Good Standing (Not required for Tuvalu Offshore Company)
• Memorandum and Articles of Association showing Owner's registered address
• Notarised Applicant's/Owner's Passport
• Proof of 3rd party liability insurance coverage e.g. P&I
Copy of Certificates for submission:
• Existing Certificate of Registry
• Existing International Tonnage Certificate
• Existing SOLAS Certificates (where applicable)
• Existing MARPOL Certificates (where applicable)
• Existing Load Line Certificate
• Existing Continuous Synopsis Record (CSR) File starting from Document No.1 (where applicable)
If there is a change of ownership, then the seller should be the previous owner indicated on the MOA or BOS, Form R1-2, and the existing registry certificate. Otherwise, a letter of authorisation from previous owner (or Power of Attorney) is required to ensure the seller is authorised to make the sale.
If the application is in order, the vessel will be issued:
• Provisional Certificate of Registry
• Provisional Minimum Safe Manning Certificate (as required)
• Provisional Ship Station Licence (as required)
• Subsequent Continuous Synopsis Record Document (as required)
The Provisional registration is valid for 6 months and may be extended upon application up to a maximum of one year. Compliance with LRIT, Bunker Convention Certificate, Civil Liability Certificate is mandatory for vessels that apply.
Permanent Registration
Original Documents for submission:
• Application Form R1-2
• Bill of Sale (BOS) if change of ownership has occurred or Builder's Certificate (for new buildings) - will be returned to the owner after sighting by the Registrar
• Official Deletion Certificate from the previous registry for existing vessels
If the submissions of the original documents are in order, the vessel will be issued:
• Permanent Certificate of Registry
• Permanent Minimum Safe Manning Certificate (as required)
• Permanent Ship Station Licence (as required)
No additional fees are charged for the transfer from Provisional to Permanent status except for adjustment in the fees if there is a difference in the final tonnage figures.
Change of Ownership
When a shipowner of a Tuvalu vessel sells the vessel to another party, the new owner may choose to continue the vessel's registration under the Tuvalu flag provided that the vessel's statutory certification continues to be under one of the authorised classification societies. Incentives in the form of attractive fees and taxes are provided to encourage the new shipowner to maintain the vessel with Tuvalu. Kindly contact the registry for more information.
Application forms are available on the registry website.
Vessel and Yacht Eligibility & Survey Requirements
Flag State inspections are conducted by Flag State Inspectors from the Tuvalu Ship Registry (TSR) or by maritime surveyors that have been appointed by TSR which may include reputable survey companies or classification societies.
The following classification societies have been appointed as Recognized Organizations (ROs) and Recognized Security Organizations (RSOs) with full authorisation to carry out statutory surveys/audits, plan approvals, and issue international convention certificates for and on behalf of the Tuvalu Ship Registry.
• American Bureau of Shipping (ABS)
• Bureau Veritas (BV)
• Det Norske Veritas (DNV)
• Indian Register of Shipping (IRS)
• Korean Register of Shipping (KR)
• Lloyds Register of Shipping (LR)
• Nippon Kaiji Kyokai (NKK)
• Polish Register of Shipping (PRS)
• Registro Italiano Navale (RINA)
• Russian Maritime Register of Shipping (RS)
Crewing
There is no restriction on the nationality of officers or crew. Crew certifications from IMO "White Listed" countries are recognized. Tuvalu has a reputable maritime training school, and is a country in the IMO "White List", providing well trained and hardworking seamen to shipowners if required.
Mortgages
Registration of Mortgage
A shipowner who needs to register a Mortgage for a Tuvalu vessel may do so by submitting a copy of the following documents:
• Notarised Original Mortgage Deed (Form M1)
• Notarised Original Mortgage Agreement (Deed of Covenance) which should clearly state the Loan amount, Interest Rate (%), and Date of Maturity
• Director's Resolution from the Mortgagor authorising the Execution of the Mortgage
• Notarised Power of Attorney issued to the Attorneys by the Mortgagor & Mortgagee (if applicable)
• Register of Directors showing the names of all Directors of the Mortgagor
• Written confirmation from Mortgagee stating acceptance of the Mortgage
• Certificate of Good Standing of the Mortgagor (Not required for Tuvalu Offshore Company)
• If the vessel is still under Provisional Registration i.e. the Original Bill of Sale has not been sighted by the Registrar, then the Registry will require a letter from the Mortgagee or authorised Attorney stating that they have sighted the Original Bill of Sale.
Upon submission of the above documents by fax/email, Tuvalu will provisionally record the date/time and priority of the mortgage registration in accordance to the date/time that the fax/email was received provided that all documents are properly executed. The mortgagor should then undertake to courier the original documents to this office.
Upon receipt of the original documents, the Registry will permanently record the date/time and priority of the mortgage registration as at what was provisionally recorded when the copies of the required documents were received. Subsequently, a Certificate of Mortgage Registration will be issued. Tuvalu will keep a copy of the Certificate of Mortgage Registration and the Mortgage Deed in the vessel's file and return the originals to the applicant.
Please contact the registry if a legal opinion is required with regards to the Tuvalu Merchant Shipping Act.
Note: Tuvalu does not recommend transfer of mortgages and would urge that all shipowners fully discharge a mortgage before negotiating a sale of a vessel that has a registered mortgage with the registry.
Potential buyers of Tuvalu registered vessels may apply to the Tuvalu Ship Registry to request for a transcript to ascertain if the vessel has any registered mortgages.
Discharge of Mortgage
A shipowner who wishes to discharge a Mortgage that was previously recorded may do so by submitting the Notarised Original Mortgage Deed (Form M1) with execution of Discharge by the Mortgagee and a notarised letter from the Mortgagee confirming the discharge of the Mortgage.
The person executing the Discharge of the Mortgage on behalf of the Mortgagee should be the same person that executed the Mortgage Agreement (Deed of Covenance).
In the event that the Mortgagee uses another signatory to execute the discharge other than the one who executed the Mortgage Agreement, then this person must be duly authorised by a Power of Attorney (POA) from the Mortgagee. This POA will need to be notarised and submitted to the registry.
Upon receipt of the Original Notarised Mortgage Deed (Form M1) with execution of Discharge by the mortgagee and the Original Notarised Letter from the Mortgagee confirming the discarge of the Mortgage, the registry will Discharge the Mortgage and return the original Mortgage Deed (Form M1) to the applicant.
Fees
Vessel Registration:
Upon receipt of application forms the registry will provide the appropriate quote. Special discounts are offered for:
• First-time Owners / Operators who flag their vessels under Tuvalu;
• Fleet discount for two (2) or more vessels registered at the same time or within a period of 12 months;
• Vessels below the age of 15 years - discount increases as age decreases;
• Vessels above 20,000 GT - discount increases as GT increases, and
• Vessels that have excellent Port State Control record.
Yacht Registration and Renewal Fees (Covers 3 years):
• Under 12 m: $1,500.00
• 12 m - 24 m: $2,000.00
• Over 24 m: $2,500.00
Contact
Tuvalu Ship Registry
Funafuti Office
Vaiaku, Funafuti, Tuvalu
Singapore
Singapore Office
10 Anson Road #25-16
International Plaza,
Singapore 079903
Tel: +65 6224 2345
Fax: +65 6227 2345
Email: info@tvship.com
United Kingdom
IMO Representative
Captain Alexander J.C. Morrison
14. Cherry Orchard, Woodchurch,
Ashford, KENT TN26 3QX, United Kingdom
Tel: +44 123 386 0457
Mobile: +44 7788 786 184
Email: amorrison@tvship.com
Website: https://tvship.com/
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
OPRC/HNS 2000
BUNKERS CONVENTION 01
ANTI FOULING 01
BALLASTWATER 2004
NAIROBI WRC 2007
HONG KONG CONVENTION
HNS PROT 2010
Cape Town Agreement 2012
SUA Convention 88
SUA Protocol 88
IMO Conventions
Status of Conventions Tuvalu
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
CSC amendments 93
SFV Protocol 93
Cape Town Agreement 2012
STCW Convention 78 x
STCW-F Convention 95
SAR Convention 79
STP Agreement 71
Space STP Protocol 73
IMSO Convention 76
INMARSAT OA 76
IMSO amendments 2006
IMSO amendments 2008
FACILITATION Convention 65
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
London Convention Protocol 96
INTERVENTION Convention 69
INTERVENTION Protocol 73
CLC Convention 69 d
CLC Protocol 76 x
CLC Protocol 92 x
FUND Protocol 76
FUND Protocol 92 x
FUND Protocol 2003
NUCLEAR Convention 71
PAL Convention 74
PAL Protocol 76
PAL Protocol 90
PAL Protocol 02
LLMC Convention 76 x
LLMC Protocol 96 x
SUA Convention 88 x
SUA Protocol 88
SUA Convention 2005
SUA Protocol 2005
SALVAGE Convention 89
OPRC Convention 90
HNS Convention 96
HNS PROT 2010
OPRC/HNS 2000
BUNKERS CONVENTION 01 x
ANTI FOULING 2001 x
BALLASTWATER 2004 x
NAIROBI WRC 2007 x
HONG KONG CONVENTION
x= ratification
d=denunciation