Splash247: BIMCO rolls out new FuelEU and ETS clauses for ship sale deals

BIMCO has taken another step in helping owners and buyers navigate Europe’s tightening climate regulations by adopting new FuelEU Maritime and EU ETS clauses for inclusion in sale-and-purchase memoranda of agreement (MoAs).

The world’s largest shipping association said the clauses are designed to give both sides clear guidance on who is responsible for fuel-compliance balances, emissions reporting and allowance surrender during a vessel’s handover — areas that have become increasingly complex under the EU’s new regulatory framework.

“Regulations such as FuelEU Maritime and the EU ETS are complex and reshape our industry. Contractual clarity is essential,” said Stinne Taiger Ivø, BIMCO’s deputy secretary general and director of contracts. “The new clauses offer parties the tools they need to manage compliance obligations and avoid uncertainty during ship transactions.”

The FuelEU Maritime clause sets out the seller’s duties to ensure the vessel is compliant at the time of delivery. It includes requirements for disclosing verified compliance balances for previous reporting periods and providing a partial FuelEU compliance report immediately after handover. Mechanisms for price adjustments — depending on whether the vessel carries a positive or negative compliance balance — are also built in, along with restrictions on borrowing future compliance before delivery.

Once the vessel is transferred, buyers assume full responsibility for FuelEU compliance, including the rights to bank, borrow or pool compliance balances.

The new ETS Clause establishes how greenhouse gas emission allowances are allocated during a sale. Sellers must meet all reporting obligations up to delivery, submit a verified partial emissions report after handover and surrender allowances for emissions generated before the transfer of ownership. From delivery onward, the buyer becomes responsible for all allowances and reporting. An indemnity provision protects buyers from liabilities arising from the seller’s non-compliance.

BIMCO said the clauses have been drafted to work not only for the EU ETS but also for similar emission-trading schemes that may be introduced in other regions.

“With this latest addition, BIMCO is expanding its portfolio of carbon clauses to support the industry through regulatory change,” said Nicholas Fell, chair of BIMCO’s documentary committee, adding that the clauses are practical, consensus-driven solutions developed with broad stakeholder input to ensure they work in practice.