Purchase contracts — the MYBA MoA
The MYBA Memorandum of Agreement is the industry standard purchase contract for superyacht transactions. It is a balanced document developed by the Mediterranean Yacht Brokers Association and widely used across the international superyacht market. Any reputable broker will use the MYBA MoA or a substantially equivalent instrument.
The MoA covers: the deposit (typically 10% of purchase price, held in escrow), the survey period and buyer's rights during it, the sea trial, the closing process, and the circumstances under which either party can withdraw. Understand your rights and obligations under the MoA before signing — particularly the survey period provisions, which define your window to withdraw without losing the deposit.
Ownership structures
Superyachts can be owned personally or through a corporate structure — typically a special purpose vehicle (SPV) incorporated in a jurisdiction chosen for tax efficiency and privacy. Common SPV jurisdictions include Malta, the British Virgin Islands, and the Cayman Islands.
The choice of ownership structure affects: VAT treatment, income tax implications of charter revenue, estate planning, financing options, and the complexity of the closing process. Most lenders are comfortable with SPV ownership provided the structure is straightforward. Complex multi-layer structures can limit lender appetite and complicate insurance. Take legal and tax advice on the optimal structure before the purchase agreement is signed.
Flag state registration
The flag state is the country under whose laws the vessel is registered and regulated. Popular flag states for large private yachts include:
- Cayman Islands: Widely respected, accepted by most lenders and insurers, strong registry, relatively low cost. Popular for vessels cruising globally.
- Malta: EU flag, required for some commercial operations in EU waters, efficient registry, moderate cost. Popular for Mediterranean-based vessels.
- British Virgin Islands: Established registry, good international acceptance, privacy-friendly jurisdiction.
- UK: Post-Brexit with some limitations for EU operations. Appropriate for UK-based owners with primarily UK or Channel Islands cruising.
Some lenders maintain accepted flag lists and will not finance vessels registered under certain jurisdictions. Confirm lender flag requirements before finalising registration. The Cayman Islands Shipping Registry and Malta Transport Authority both have online resources explaining the registration process.
VAT and import duty
VAT is one of the most significant and most misunderstood cost elements in European superyacht transactions. The fundamental rule: any vessel in EU waters must have VAT paid or formally accounted for. A vessel purchased outside the EU and brought into EU waters triggers import VAT at the rate applicable in the member state of first entry.
VAT rates on yacht purchases vary: 20% in France, 22% in Italy, 18% in Malta. On a €5 million vessel, the difference between paying Italian and Maltese VAT is €200,000. Leasing structures — particularly the Malta leasing scheme — can reduce the effective VAT rate legally and significantly. Take specialist VAT advice before finalising the purchase structure.
Closing documentation
At closing, the buyer should receive: the original Bill of Sale (signed by the seller, witnessed, and notarised if required by the flag state), the vessel's Registration Certificate under the new flag, the Class Certificate, the Safety Equipment certificates, the Deletion Certificate from the previous flag state (if re-registering), the full survey report, and the signed inventory. A maritime lawyer should review all documents before funds are released from escrow. Do not accept photocopies of title documents.