Is the introduction of the cell company useful to shipping business based on the traditional corporate structure?

Abstract

This paper examines the benefits of the protected cell company structure available to a shipping company based on the traditional corporate structure. The paper begins with a preliminary discussion on the concept of the protected cell companies, its origins and the fundamental characteristics that distinguish this corporate vehicle from the traditional limited liability company. The next chapter provides an in-depth analysis of the Shipping and Aviation Business Cell Company Regulations. Parallels are drawn with pre-existing cell company regulations and where applicable an explanation on how the particular provision is to be applied and interpreted. Chapter two then applies then provides a practical application of the regulations. First it begins by providing an overview of what the traditional corporate structure of shipping companies is; i.e the single-ship company corporate group. Next, a comparison is drawn with how a shipping company might be structured should it be incorporated under the protected cell company regulations. A discussion on the perceived benefits ensues. The third chapter evaluates the limitations that will hinder the adoption of the cell company structure by shipping companies. Two key limitations have been identified; (1) the potential risk of sister-ship arrest (2) the structure is incompatible with the tax tonnage regime should a company place all its ships in a cell of the cell company. Finally, the last chapter provides concluding remarks about the usefulness of the regulations to traditional shipping companies and provides recommendations for the implementation of the cell company structure for shipping business.