Establishing United States Citizenship for MARAD Program Participation; Simplifying the Application Process
On July 1, 2025, MARAD published a Notice of Proposed Rulemaking (NPRM), titled "How to Best Evidence Corporate Citizenship: Policy and Regulatory Review," soliciting public com...
Maritime Administration (MARAD), U.S. Department of Transportation (DOT).
ACTION:
Final rule.
SUMMARY:
On July 1, 2025, MARAD published a Notice of Proposed Rulemaking (NPRM), titled “How to Best Evidence Corporate Citizenship: Policy and Regulatory Review,” soliciting public comment on actions MARAD could take to improve the process for evidencing U.S. citizenship. The final rule will simplify and modernize the process for establishing United States citizenship of corporations and other business formations participating in MARAD programs. In the interest of minimizing the unnecessary disclosure of personally identifiable information, the final rule will also eliminate the requirement to provide dates and places of birth of corporate executives, directors, and stock owners as required in the current form of affidavit of citizenship. The final rule will also amend the form of affidavit with respect to entities that are publicly traded by eliminating the requirement to provide certain information regarding registered owners of stock, eliminate the notarization requirement, and provide a simple and streamlined process for recertification.
DATES:
This final rule is effective on June 4, 2026.
FOR FURTHER INFORMATION CONTACT:
Michael C. Pucci, Office of the Chief Counsel, Division of Maritime Programs, (202) 366-5167 or via email at
Michael.Pucci@dot.gov.
Persons who use a telecommunications device for the deaf (TDD) may call the Federal Information Relay Service (FIRS) at 1-800-877-8339 to contact the above individual during business hours. The FIRS is available twenty-four hours a day, seven days a week, to leave a message or question. You will receive a reply during normal business hours. You may send mail to U.S. Department of Transportation, Maritime Administration, Office of the Chief Counsel, Division of Legislation and Regulations, W24-220, 1200 New Jersey Avenue SE, Washington, DC 20590-0001.
SUPPLEMENTARY INFORMATION:
Electronic Access and Filing
This final rule and all comments may be viewed online through the Federal eRulemaking portal at
www.regulations.gov.
An electronic copy of this document may also be downloaded by accessing the Office of the Federal Register's home page at:
www.federalregister.gov.
Privacy Act:
Anyone can search the electronic form of all comments received into any of our dockets by the name of the individual submitting the comment (or signing the comment, if submitted on behalf of an association, business, labor union, etc.). For information on DOT's compliance with the Privacy Act, please visit
https://www.transportation.gov/privacy.
Background
On July 1, 2025, MARAD published a Notice of Proposed Rulemaking (NPRM), titled “How to Best Evidence Corporate Citizenship: Policy and Regulatory Review,” soliciting public comment on actions MARAD could take to simplify and modernize the process for evidencing U.S. citizenship (90 FR 28513). Previously, on May 1, 2019, MARAD published an Advanced Notice of Proposed Rulemaking (ANPRM), titled “How to Best Evidence Corporate Citizenship: Policy and Regulatory Review” (84 FR 18468) soliciting public
( printed page 33636)
comment seeking the same information and whether MARAD should revise its regulations.
MARAD received comments to the original ANPRM, but the only comment received to the NPRM was outside the scope of this rulemaking and is therefore not addressed in the discussion below. MARAD developed this final rule by incorporating many of the comments and recommendations received in response to the ANPRM.
Discussion of Comments Received
In response to the agency's ANPRM seeking ways to simplify annual requirements to evidence corporate citizenship, MARAD received one comment from The Maritime Law Association of the United States (MLA), which included several recommendations developed by the MLA's standing committee on Marine Financing. The agency responds to the MLA's recommendations as follows:
The MLA first recommended MARAD consider regulatory changes to make compliance more efficient and assured by eliminating the inclusion of birth dates and places of birth on the form of affidavit of U.S. citizenship.
MARAD agrees. Inclusion of this information in the affidavit of U.S. citizenship does not significantly improve U.S. citizenship certainty and creates an unnecessary risk of release of personally identifiable information. In any instance of doubt, MARAD will retain the authority to request that information from submitting parties. The final rule's form of affidavit at section 355.2 eliminates that requirement.
MLA next asked MARAD to consider permitting streamlined certifications for follow-on affidavits when there has been no material change to the information contained in the earlier affidavit rather than having each affidavit repeat all the required information under the current regulation, which requires annual submission of affidavits.
MARAD agrees with this recommendation. Permitting an optional streamlined certification will reduce the burden of annual filing for those entities whose ownership information has not changed since the last affidavit was filed without impacting MARAD's ability to make annual U.S. citizenship determinations. Section 355.4(b) of the final rule will include a provision for optional annual certification of citizenship information.
The MLA further recommended that MARAD revise its regulations to take into account the current state of public stock ownership and other factors affecting the ability of any public company to prove its U.S. citizenship. In particular, the MLA provided the following five recommendations concerning public companies:
1. The MLA asked that MARAD consider coordinating with the U.S. Coast Guard (USCG) to provide the affected industry guidance that is practical and adequately implements the intent of U.S. maritime citizenship laws. The MLA further suggested that USCG's November 26, 2012,
Federal Register
Notice, “Mechanisms of Compliance with United States Citizenship Requirements for the Ownership of Vessels Eligible to Engage in Restricted Trades by Publicly Traded Companies” (77 FR 70453), would be a good starting point for developing a regulation that both agencies would promulgate.
MARAD agrees. The guidance contained in USCG's November 2012 Notice is the basis for MARAD's revisions to the form of affidavit of U.S. citizenship to be used by publicly traded corporations and other business formations whose ownership interests are publicly traded. Adoption of this guidance will harmonize the agencies' approaches to evidencing citizenship. Section 355.3(d) will provide publicly traded entities flexibility in applying several reasonably available methods to ensure ongoing compliance with U.S. ownership requirements without sacrificing the accuracy of ownership information upon which such entities must rely upon to affirm their citizenship status.
2. The MLA recommended that further improvements might be considered with respect to the fair inference rule including relaxing the percentages and making it clear that address lists made available by financial intermediaries can be relied upon.
MARAD agrees that the “fair inference rule,” as applied to corporations that are publicly traded, must be updated because it relies upon stock records that are no longer controlled by the issuing corporation since the advent of electronic trading. The final rule reflects a modified fair inference rule under which a publicly traded corporation may rely upon reasonably available shareholder residence information, including geographic surveys, and statistical sampling. However, MARAD will not adjust the current non-citizen ownership percentage limits of the fair inference rule until such time that we have confidence that reducing such limits will not result in an unreasonable risk of submitters breaching the statutory non-citizen ownership levels.
3. The MLA recommended that MARAD review methods adopted by other Federal agencies for establishing U.S.-citizen citizenship.
MARAD agrees. The rule is informed by our review of guidance and rules of other agencies, including the Federal Communications Commission's Review of Foreign Ownership Policies for Broadcast, Common Carrier, and Aeronautical Radio Licensees under Section 310(b)(4) of the Communications Act of 1934, as Amended (Sep. 30, 2016); Federal Aviation Administration regulations; and USCG's November 2012 Notice (discussed above). The final rule will afford submitters flexibility in selecting the methods they use to determine ownership while maintaining compliance with annual filing requirements.
4. The MLA recommended that MARAD work with the Securities and Exchange Commission and the Depository Trust Company to improve the SEG-100 system to make it an even more reliable indicator of U.S. citizen stock ownership.
Considering the obsolescence of the current form of affidavit, MARAD has accepted annual filers' participation in the SEG-100 system as a basis for affirming U.S. stock ownership. The final rule will now include participation in the SEG-100 system as an acceptable method for maintaining and evidencing U.S. ownership. The final rule does not make participation in SEG-100 mandatory.
5. The MLA recommended that MARAD, in coordination with USCG, adopt a process by which companies can present their citizenship compliance plans for approval by the two agencies and, if acting on the basis of those plans for approval by the two agencies, have the benefit of a presumption that they satisfy the applicable citizenship standard and the benefit of a grace period to come back into compliance if the maximum permissible non-citizenship threshold is exceeded due to market trading.
MARAD agrees that submitters should be permitted to submit their citizenship compliance plans for MARAD's review and approval. The final rule includes an option for submitting compliance methods for MARAD review and approval. As noted above, MARAD's rule is intended to harmonize its compliance procedures with the guidance from USCG's November 2012 notice. Upon request from submitters, MARAD will share such determinations with USCG.
The final rule adopts the changes described above and updates statutory
( printed page 33637)
authorities, which have changed since the current rule was published on July 18, 1970.
Rulemaking Analysis and Notices
Executive Orders 12866
Executive Order (E.O.) 12866 provide for making determinations whether a regulatory action is “significant” and therefore subject to Office of Management and Budget (OMB) review and to the requirements of E.O. 12866.
This rule will streamline the process for establishing United States citizenship of corporations and other business formations participating in MARAD programs by removing the unnecessary disclosure of personally identifiable information. It also amends the form of affidavit with respect to entities that are publicly traded to eliminate the requirement to provide certain information regarding registered owners of stock, which is no longer consistent with how stocks are traded in U.S. equity markets today.
This rule is not a significant regulatory action under E.O. 12866 and was therefore not reviewed by OMB. It is also not considered a major rule for purposes of Congressional review under Public Law 104-121.
E.O. 14192 requires that for “each new [E.O. 14192 regulatory action] issued, at least ten prior regulations be identified for elimination.” Implementation guidance for E.O. 14192, issued by OMB (Memorandum M-25-20, March 26, 2025), defines an E.O. 14192 deregulatory action as “an action that has been finalized and has total costs less than zero.” This rule will have total costs less than zero, and therefore is an E.O. 14192 deregulatory action.
MARAD analyzed this rulemaking in accordance with the principles and criteria contained in Executive Order 13132 and has determined that it does not have sufficient federalism implications to warrant the preparation of a federalism summary impact statement. This rulemaking has no substantial effect on the States, or on the current Federal-State relationship, or on the current distribution of power and responsibilities among the various local officials. Nothing in this document preempts any State law or regulation. Therefore, MARAD did not consult with State and local officials and did not prepare a federalism summary impact statement.
MARAD does not believe that this rulemaking will significantly or uniquely affect the communities of Indian tribal governments when analyzed under the principles and criteria contained in E.O. 13175. Therefore, the funding and consultation requirements of this Executive Order do not apply.
Regulatory Flexibility Act
Pursuant to the Regulatory Flexibility Act (5 U.S.C. 601et seq.,
as amended by the Small Business Regulatory Enforcement Fairness Act (SBREFA) of 1996), whenever an agency is required to publish a notice of proposed rulemaking or final rule, the agency must prepare and make available for public comment a regulatory flexibility analysis that describes the effect of the rule on small entities (
i.e.,
small businesses, small organizations and small governmental jurisdictions), unless the head of the agency certifies the rule will not have a significant economic impact on a substantial number of small entities. Agencies must also provide a statement of the factual basis for this certification.
For the following reasons, the Maritime Administrator certifies that this rulemaking action would not have a significant economic impact on a substantial number of small entities. The rule simplifies and modernizes the process for establishing United States citizenship of corporations and other business formations participating in MARAD programs. The rule also eliminates the requirement to provide dates and places of birth of corporate executives, directors, and stock owners as required in the current form of affidavit of citizenship. The final rule also amends the form of affidavit with respect to entities that are publicly traded by eliminating the requirement to provide certain information regarding registered owners of stock, eliminate the notarization requirement, and provide a simple and streamlined process for recertification.
Privacy Impact Assessment
Section 522(a)(5) of the Transportation, Treasury, Independent Agencies, and General Government Appropriations Act, 2005 (Pub. L. 108-447, div. H, 118 Stat. 2809 at 3268) requires DOT and certain other Federal agencies to conduct a privacy impact assessment of each proposed rule that will affect the privacy of individuals. This rulemaking, which only eliminates the requirement to provide dates and places of birth of corporate executives, directors and stockholders, eliminates certain information regarding registered owners of stock, and the notarization requirement, does not result in personally identifiable information (PII) being collected or maintained in a Government-run website or IT system. Therefore, MARAD did not conduct a Privacy Impact Assessment.
Unfunded Mandates Reform Act of 1995
The Unfunded Mandates Reform Act of 1995 requires Agencies to evaluate whether an agency action would result in the expenditure by State, local, and Tribal governments, in the aggregate, or by the private sector, of $212 million or more (as adjusted for inflation, in 2026) in any 1 year, and if so, to take steps to minimize these unfunded mandates. This rulemaking will not impose unfunded mandates under the Unfunded Mandates Reform Act of 1995. It will not result in costs of $212 million or more to either State, local, or Tribal governments, in the aggregate, or to the private sector, so the analytical requirements of the UMRA do not apply. The rule is the least burdensome alternative that achieves MARAD's stated objectives for the rule.
National Environmental Policy Act
Pursuant to 49 CFR 1.81, the Secretary has delegated the “functions” under NEPA to the Administrators “as they relate to the matters within the primary responsibility of each Operating Administration.” MARAD has determined that this proposed rule is categorically excluded pursuant to DOT Order 5610.1D, subpart C, section (e)(3). A categorical exclusion (CE) is an action identified in an agency's NEPA procedures that does not normally have a significant impact on the environment and therefore does not require either an environmental assessment (EA) or environmental impact statement (EIS).
See
DOT Order 5610.1D, section 9. In analyzing the applicability of a CE, the agency must also consider whether extraordinary circumstances are present that would warrant the preparation of an EA or EIS.
Id.
at section 9(b). MARAD may utilize its own CEs, in addition to CEs listed in DOT Order 5610.1D Appendix A or another Operating Administration's CEs, using the procedures described in DOT Order 5610.1D, section 9, and subpart C, section (e). This rulemaking,
Establishing United States Citizenship for MARAD Program Participation; Simplifying the Application Process,
is categorically excluded pursuant to DOT Order 5610.1D, subpart C, section (e)(3): “Internal orders and procedures not required to be published in the
Federal
( printed page 33638)
Register
, promulgation of rules, regulations, directives, and amendments thereto which do not require a regulatory impact analysis under section 3 or do not have a potential to cause a significant impact on the environment . . .” MARAD does not anticipate any environmental impacts, and there are no extraordinary circumstances present in connection with this rulemaking.
Regulation Identifier Number
A regulation identifier number (RIN) is assigned to each regulatory action listed in the Unified Agenda of Federal Regulations. The Regulatory Information Service Center publishes the Unified Agenda in April and October of each year. The RIN number contained in the heading of this document can be used to cross-reference this action with the Unified Agenda.
Paperwork Reduction Act
The Paperwork Reduction Act of 1995 (44 U.S.C. 3501-3520) (PRA) requires that DOT consider the impact of paperwork and other information collection burdens imposed on the public. This final rule will likely result in a reduction in the burden hours required for information collection 2133-0012, Requirements for Establishing U.S. Citizenship—46 CFR 355, because changes to the regulation will shorten the time and effort to evidence citizenship for many first-time applicants as well as those that must recertify. We expect that the information collection requirement under this rule will reduce the “hours per response” from five hours to four hours resulting in a 20 percent reduction in burden hours annually and having a net cost saving of $24,756 annually across 550 respondents.
Notwithstanding any other provision of law, a person is not required to respond to a collection of information by a federal agency unless the collection displays a valid OMB control number.
PART 355—REQUIREMENTS FOR ESTABLISHING UNITED STATES CITIZENSHIP
Authority:46 U.S.C. 50501, 50502; secs. 2, 204, Public Law 64-260, 39 Stat. 729, as amended, Public Law 74-835, 49 Stat. 1987, as amended, Public Law 86-327, 73 Stat. 597.
(a) Under 46 U.S.C. 50501, no corporation is deemed to be a citizen of the United States unless:
(1) It is organized under the laws of the United States or of a State, Territory, District, or possession thereof;
(2) Its president or other chief executive officer, and the chairman of its board of directors are citizens of the United States, and no more of its directors than a minority of the number necessary to constitute a quorum are non-citizens; and
(3) The controlling interest therein is owned by citizens of the United States or, in the case of a corporation operating any vessel in the coastwise trade, on the Great Lakes, or inland lakes of the United States, 75 per centum of the interest in such corporation is owned by citizens of the United States.
(b) As used in this part, the term
primary corporation
includes, but not exclusively, participants in certain transactions or programs under title 46 of the U.S. Code, such as Owner Trustees and certain vessel owners and contractors under 46 U.S.C. 53102 or Capital Construction Fund holders under 46 U.S.C. 53501et seq.
(c) To satisfy the statutory requirements, an Affidavit of U.S. Citizenship of a primary corporation by one of its officers duly authorized to execute such Affidavit, should be submitted. This Affidavit should contain facts from which the corporation's citizenship can be determined.
In order to establish that a corporation is a citizen of the United States within the meaning of 46 U.S.C. 50501, as amended, the form of affidavit to be used as a guide is hereby prescribed for execution on behalf of the primary corporation and filing with an application or, if required, subsequent filing within 30 days after the annual meeting of the stockholders (if the primary corporation is a wholly owned subsidiary and contrary to the bylaw provision does not hold the annual meeting of stockholders, the subsequent filing should be annually and related to the date of the original filing) as evidence of the continuing U.S. citizenship of a filing entity:
Affidavit of U.S. Citizenship
(NAME OF CORPORATION)
State of _____)
) ss.:
County of ____)
I,
(Name),
of
(Physical residence address, city, and state),
being duly sworn, depose and say:
1. That I am the
(Title of office(s) held)
of
(Name of Corporation),
a corporation organized and existing under the laws of the State of ___ (hereinafter called the “Corporation”), with offices at
(Business address),
in evidence of which incorporation a certified copy of the Articles or Certificate of Incorporation (or Association) is filed herewith (or has been filed) together with a certified copy of the corporate Bylaws. [Evidence of continuing U.S. citizenship status, including amendments to said Articles or Certificate and Bylaws, should be filed within 30 days after the annual meeting of the stockholders or annually, within 30 days after the original affidavit if there has been no meeting of the stockholders prior to that time.];
2. That I am authorized by and on behalf of the Corporation to execute and deliver this Affidavit of U.S. Citizenship;
3. That the names of the Chief Executive Officer, by whatever title, Vice Presidents or other individuals who are authorized to act in the absence or disability of the Chief Executive Officer, by whatever title, the Chairman of the Board of Directors, and the Directors of the Corporation are as follows:
Name
Title
Citizen of the United States
Name
Title
Yes/No
( printed page 33639)
[
Note:
The foregoing list should include the officers, whether or not they are also directors, and all directors, whether or not they are also officers] and that each of said individuals is a citizen of the United States by virtue of birth in the United States, birth abroad of U.S. citizen parents, by naturalization, by naturalization during minority through the naturalization of a parent, by marriage (if a woman) to a U.S. citizen prior to September 22, 1922, or as otherwise authorized by law, except
(give name and nationality of all Non-Citizen officers and directors, if any);
however, the By-laws of the Corporation provide that
(Number)
of the directors are necessary to constitute a quorum; therefore, the alien directors named represent no more than a minority of the number necessary to constitute a quorum;
[Select and complete the applicable paragraph 4 describing the Corporation's stock ownership and strike inapplicable paragraphs 4]
4. Information as to stock, where a non-publicly traded Corporation has 30 or more stockholders:
That I have access to the stock books and records of the Corporation; that said stock books and records have been examined and disclose (a) that, as of
(Date),
the Corporation had issued and outstanding
(Number)
shares of
(Class or series),
the only class or series of stock of the Corporation has issued and outstanding [if such is the case], owned of record by
(Number)
stockholders, said number of stockholders representing the ownership of the entire issued and outstanding stock of the Corporation, and (b) that no stockholder owned of record as of said date five per centum (5 percent) or more of the issued and outstanding stock of the Corporation of any class. [If different classes or series of stock exist, give the same information for each class or series issued and outstanding, showing the monetary value and voting rights per share in each class or series. If there is an exception to the statement in clause (b), the name, address, and citizenship of the stockholder and the amount and class or series of stock owned should be stated.]
That the registered addresses of
(Number)
owners of record of
(Number)
shares of the issued and outstanding
(Class or series)
stock of the Corporation are shown on the stock books and records of the Corporation as being within the United States, said ___ shares being ___ per centum (___ percent) of the total number of shares of said stock (each class or series). [The exact figure as disclosed by the stock books of the corporation must be given and the per centum figure must not be less than 65 per centum, except that for a corporation operating a vessel in the coastwise trade, the per centum figure must be not less than 95 per centum. These per centum figures apply to corporate stockholders as well as to the primary corporation.]
(The same statement should be made with reference to each class or series of stock, if there is more than one class.)
4. Information as to stock, where Corporation's shares are publicly traded on a U.S. stock exchange:
That the Corporation has diligently employed, administered, and adhered to methods such as those identified at 46 CFR 355.3(d) to monitor the Corporation's stock ownership.
[In the case of Corporation seeking to demonstrate controlling interest ownership (greater than 50 percent U.S. Citizen ownership) use the following]:
That, based on the foregoing, the percentage of shares of the Corporation owned by U.S. citizens eligible to document vessels in their own right is greater than 50 per centum.
[In the case of a Corporation seeking to demonstrate eligibility for a coastwise endorsement (at least 75 percent U.S. ownership), use the following]:
That, based on the foregoing, the percentage of shares of the Corporation owned by U.S. citizens eligible to document vessels in their own right is 75 percent or greater.
4. Information as to stock, where Corporation has less than 30 stockholders:
That the information as to stock ownership, upon which the Corporation relies to establish that the required percentage [1]
of the stock ownership is vested in Citizens of the United States, is as follows:
Name of Stockholder
Number of shares owned
(each class)
Percentage of shares owned
(each class or series)
Name
Number and Class
Number and Class
and that each of said individual stockholders is a Citizen of the United States by virtue of birth in the United States, birth abroad of U.S. citizen parents, by naturalization during minority through the naturalization of a parent, by marriage (if a woman) to a U.S. citizen prior to September 22, 1922, or as otherwise authorized by law.
5. That the controlling interest (or 75 percent of the interest) [2]
in (each) said Corporation, as established by the data hereinbefore set forth, is owned by citizens of the United States; that the title to a majority (or 75 percent) of the stock of (each) said Corporation is vested in Citizens of the United States free from any trust or fiduciary obligation in favor of any person not a citizen of the United States; that such proportion of the voting power of (each) said Corporation is vested in citizens of the United States; that through no contract or understanding is it so arranged that the majority (or more than 25 percent) of the voting power of (each) said Corporation may be exercised, directly or indirectly, on behalf of any person who is not a Citizen of the United States; and that by no means whatsoever, is control of (each) said Corporation (or any interest in said Corporation in excess of 25 percent) conferred upon or permitted to be exercised by any person who is not a citizen of the United States; and
6. That affiant has carefully examined this Affidavit and asserts that all the statements and representations contained therein are true to the best of their knowledge, information, and belief.
Dated:
(Name and title of affiant)
Penalty for False Statement: A fine or imprisonment, or both, are provided for violation of the proscriptions contained in 18 U.S.C. 1001 (
see also,18 U.S.C. 286, 287).
Criteria to be applied in support of stock data in affidavit.
(a) The same criteria should be observed in obtaining information to be furnished for stockholders named
( printed page 33640)
(direct ownership of required percentage of shares of stock of each class or series) in the Affidavit as those observed for the primary corporation. If, on the other hand, the “fair inference rule” is applied with respect to stock ownership (see
Collier Advertising Service, Inc.
v.
Hudson River Day Line, 14 Fed. Supp. 335), the extent of U.S. citizen ownership of stock should be ascertained in the requisite percentage (65 percent for foreign operation and 95 percent for coastwise operation) in order that the veracity of the statutory statements made in the Affidavit (paragraph 5) (see § 355.2) may be relied upon by the Maritime Administration (MARAD).
(b) When applying the fair inference rule (where there are more than 30 stockholders, except where one or more of such number actually owns the controlling or 75 percent interest) in order to prove U.S. citizen ownership in the required percentages:
(1) For non-publicly traded corporations:
(i) For foreign operation, 65 percent of the shares of stock of each class or series must be shown to be held by persons with registered addresses within the United States to prove that 51 percent or controlling interest is vested in citizens of the United States; and
(ii) For coastwise operation, 95 percent of the shares of stock of each class or series must be shown to be held by persons having registered addresses within the United States to prove that 75 percent of the interest in the corporation is vested in citizens of the United States; and
(2) For publicly traded corporations:
(i) At least 95 percent of the stock (each class) of the corporation be held directly or beneficially by Persons having a U.S. address in order to infer at least 75 percent ownership by U.S. Citizens; or
(ii) At least 65 percent of the stock (each class) of the corporation be held directly or beneficially by Persons having a U.S. address in order to infer at least 51 percent ownership by U.S. Citizens; and
(3) For determining the requisite percentage of stockholders with U.S. addresses, the corporation may rely on the methods outlined in paragraph (d) of this section; and
(c) If the primary corporation is consecutively owned by several “parent” corporations (holders of 100 percent of the stock of each or all classes or series of stock issued and outstanding), the facts should be given in proper sequence either by chart or in narrative form, revealing the facts of stock ownership. The information with respect to the ultimate parent should include data relative to the basis upon which controlling or 75 percent (depending upon whether the primary corporation operates in the domestic or foreign commerce) is established, together with the names of the owners of record or beneficial owners of 5 percent or more of each class or series of stock, if more than one class or series, and a statement that such owners are citizens of the United States. In any case where different classes or series of stock exist, each class or series will be treated depending upon whether “closely held” or “publicly held,” individually in applying the fair inference rule, if applicable, or giving the relevant information with respect to United States citizens owning of record 51 percent or 75 percent of the interest.
(d) If the corporation is publicly traded, the corporation may employ the following methods to measure, monitor, determine, and affirm the required percentage U.S. citizen share ownership for the primary corporation:
(1) Use of the Depository Trust Company segregated account (or “SEG-100”) system;
(2) Monitoring SEC filings for 5 percent holders (Schedules 13D, 13G, Form 13F) and follow-up requests for information from filers;
(3) Use of protective provisions in organizational documents in order to guard against and rectify the possibility of what are referred to as excess shares;
(4) Communications with Non-Objecting Beneficial Owners (or “NOBOs”);
(5) Geographic surveys or statistical analyses of shareholder residences;
(6) Use of dual stock certificates; and
(7) Alternative methods upon written MARAD approval.
(a) It is incumbent upon the party filing an affidavit under this part to apprise MARAD promptly in writing relative to changes in data last furnished with respect to officers, directors, and stockholders holding 5 percent or more of the issued and outstanding stock of each class or series, together with statements concerning the citizenship status thereof.
(b) If the information contained in a party's most recent affidavit of citizenship filing has not changed materially, as an alternative to submitting an annual affidavit of citizenship under this part, a party may file a certification with MARAD. The certification should be substantially in the following format:
“I, , [Title] of [Name of Corporation] (“Corporation”), being duly authorized by the Corporation, certify to you that there have been no changes to the ownership information contained in the Affidavit of Citizenship filed with the Maritime Administration on [DATE].”
If additional material is determined to be essential to clarify or support the evidence of U.S. citizenship, such material must be furnished by the primary corporation upon request by MARAD.
1.
75 percent if Corporation is operating in the coastwise trade, on the Great Lakes, or on bays, sounds, rivers, harbors, or inland lakes of the United States; and controlling interest if Corporation is operating solely in the foreign trade, both terms as defined in 46 U.S.C. 50501.
Use this for formal legal and research references to the published document.
91 FR 33635
Web Citation
Suggested Web Citation
Use this when citing the archival web version of the document.
“Establishing United States Citizenship for MARAD Program Participation; Simplifying the Application Process,” thefederalregister.org (June 4, 2026), https://thefederalregister.org/documents/2026-11269/establishing-united-states-citizenship-for-marad-program-participation-simplifying-the-application-process.