1 | Page 

### BEFORE THE

OFFICE OF THE SECRETARY

U.S. DEPARTMENT OF TRANSPORTATION

WASHINGTON, D.C.

___________________________________ )

Application of: )

)

CemAir (Pty) Ltd. )

) Docket No. DOT

- OST

– 2013

-

______ For an exemp tion from 49 U.S.C. 41301 )

and statement of authorization (long term )

wet lease to Tortug’Air, S.A. )

USA

— Haiti ) )

___________________________________ )

APPLICATION OF CEMAIR (P TY) LTD

. FOR AN EXEMPTION AND

STATEMENT OF AUTHORIZATION

Communications with respect to this document should be sent to:

Miles van der Molen Richard A. Asper, J.D., Chairman

CEO C.A. Southerland, President

CemAir (Pty) Ltd Aviation Pro fessionals Group, Inc.

OR Tambo International Airport 3000 NE 30 th Place, Suite 107

Bonaero Park 1622 Fort Lauderdale, FL 33306

South Africa Voice: (954) 763

- 4848

Phone: +27 11 395 4473 Fax: (954) 763

- 4240

Fax: +27 11 395 1874 Email:

Email: miles@cemair.co.za ca@aviation

- professionals.com

ricka@aviation

- professionals.com

Representatives for

CemAir (Pty) Ltd

NOTICE : ANY PERSON WHO WISHES TO SUPPORT OR OPPOSE THIS APPLICATION MUST

BY JANUARY 25, 2013 , FILE AN ANSWER WITH THE DEPARTMENT OF TRANSPORTATION

AND SERVE A COPY ON THE APPLICANT AND ALL OF THE PERSONS SERVED WITH THIS

APPLICATION.

IT IS REQUESTED THAT THIS APPLICATION BE PROCESSED UNDER SUBPART Q OF THE

DEPARTMENT’S REGULATIONS.



### FILED: January 10, 201 32 | Page 

### BEFORE THE

OFFICE OF THE SECRETARY

U.S. DEPARTMENT OF TRANSPORTATION

WASHINGTON, D. C.

___________________________________ )

Application of: )

)

CemAir (Pty) Ltd. )

) Docket No. DOT

- OST

– 2013

-

______ For an exemption from 49 U.S.C. 41301 )

and statement of authorization (long term )

wet lease to Tortug’Air, S.A. )

USA

— Haiti ) )

___________________________________ )

APPLICATION OF CEMAIR (PTY) LTD

. FOR AN EXEMPTION AND

STATEMENT OF AUTHORIZATION

Pursuant to 49 U.S.C. §40109(c) and Part 212 of the Department's Economic Regulations,

CemAir (Pty) Ltd

. (“Cemair” or “Applicant”) hereby submits its application for (i) an Exemption to the

extent necessary to permit Cemair to provide long

- term wet lease services to Tortug’Air S.A. of Port Au

Prince, Haiti (“Tortug”), in support of Tortug’s application to the Department pursuant to 49 U.S.C.

§41301 for the foreign air transportation of persons and property between the Cap Haitien International

Airport in Haiti, and the Fort Lau derdale International Airport in Fort Lauderdale, Florida, which

exemption application of Tortug was filed with the Department at Docket Number: DOT

- OST

- 2013

-

0003 (the “Tortug Docket”); and (ii) its statement of authorization to conduct said service define d in the

Tortug Docket on a long

- term wet lease basis as described herein.

This authority is requested on the basis of the reciprocity that exists between the authorities of

the United States of America and the Republic of South Africa (“South Africa”) ; and Applicant will

cause South Africa to renew its approval of same at Docket OST

- 2006

- 24269.3 | Page In support of its application and pursuant to the Department's Procedural Regulations,

Cemair submits the following information:

1. Cemair is a privat ely owned corporation, incorporated under the laws of South Africa. Its shares

belong to Mr. Miles van der Molen, a citizen of South Africa

, as set forth in further detail in Exhibit

CE

- 5, attached hereto.

2. The South Africa Civil Aviation Authority (“SACAA ”) is the government air transport authority and

its director is: Mr. Z.G. Thwala

The SACAA is located at:

Ikhaya Lokundiza

Building 16

Treur Close

Waterfall Park

Bekker Street

Midrand, South Africa

Tel: +27 11

– 545 1000

Fax: +27 11

– 545 1455

3. Applicant s eeks an Exemption authorizing it to provide long

- term wet lease services for the foreign

air transportation detailed in the Tortug Docket, which Tortug Docket is incorporated herein, and

which Tortug Docket contains that certain wet lease between Applicant and Tortug, executed

between the Parties as of November 26, 2012 (“Wet Lease”), utilizing its Bombar d ier CL600

- 2B19

aircraft. Specifics as to the commercial operating authority of Cemair are attached hereto at Exhibits

CE

- 8 and CE

- 11

. Cemair has been au thorized by the SACAA to engage in worldwide charter

operations of passengers and cargo, which authority is a ttached hereto at Exhibit CE

- 14.4 | Page 4. On January 4, 2013 Tortug filed the Tortug Docket, which Tortug Docket ( also referred to as

the “Tortug FACP Appli cation”), has been published in the official docket at the following

internet address: http://www.regulations.gov/#!documentDetail;D=DOT

- OST

2013

- 0003

- 0001 Pursuant to 14 CFR Part 212.10(a) this Tortug FACP A pplication for an

exemption of Cemair will reference information and exhibits published in the Tortug FACP

Application at the Tortug Docket

.

5. 100% of the shares of Cemair belong to a citizen of South Africa, as more ful ly set forth in Exhibit

CE

- 5

.

6. Cemair is a respected air carrier in South Africa, having been in operation in South Africa and

several other countries since 2005 . A summary of the history of Applicant is attached as Exhibit CE

9.

7. Cemair, is fit, willing, an d able to provide for such long

- term w et l ease operation on behalf of

Tortug. The officers, directors

, and key management personnel of Cemair are all experienced in their

respective fields, including aircraft management and aircraft maintenance, and the co mpany is led by

highly experienced business persons who understand what it takes to make an international a irline

business successful. Cemair’s existing business model, augmented by the Wet Lease operations to

the USA contemplated herein, will assure the o wners of Cemair a reasonable return on their

investment. Submitted herewith in support of this application are Exhibits CE

- 1 through Exhibit CE

18 , setting forth the information required by the regulations.

8. Cemair plans to initiate wet l ease operations usi ng Bombardier Model CL600

- 2B19 equipment,

operated commercially by Cemair on behalf of Tortug, pursuant to the Wet Lease. A copy of the

Wet Lease can be found on pages 47 through 68 of the Tortug FACP Application, at the Tortug

Docket.5 | Page 9. Charter operations between the USA and South Africa are governed and fully supported by

principles of “comity and reciprocity”, as many US air carriers currently conduct charter flights to

South Africa. Applicant will cause South Africa to renew its approval of said charte r reciprocity at

Docket OST

- 2006

- 24269.

10. Cemair will maintain operational control of the aircraft and aircrew at all times during the

operation of flights pursuant to this application for an Exemption, as set forth in the Wet

Lease executed between the Part ies.

11. In view of the devastating earthquake suffered by Haiti in January of 2010, it has been the

stated policy of the government of the USA to embrace and encourage economic

development of Haiti, particularly in such “high visibility” enterprises like inte rnational

airlines. The expedited approval of this application, which will facilitate Tortug, and in so

doing assist thousands of citizens of Haiti, should therefore be deemed to be in the public

interest of the USA.

Because of the limited scope of its pr oposed operations, the issuance to Applicant of an

Exemption will not constitute a "major federal action significantly affecting the quality of the human

environment" within the meaning of §102(2) (c) of the National Environmental Policy Act or a

"major r egulatory action" under the Energy Policy and Conservation Act.

WHEREFORE, CemAir (Pty) Ltd. respectfully requests that the Department issue to it an

Exemption and statement of authorization , to the extent necessary, to authorize it to engage in the

w et l ease transportation of persons, property and mail between a point or points in Haiti, on the one6 | Page hand, and a point or points in the United States of America, on the other hand, or such other or

different relief as may be proper.

January 10 , 2013

Respect fully submitted

,

AVIATION PROFESSIONALS GROUP, INC.

For CEMAIR (PTY) LTD

.

C.A. Southerland

Voice: (954) 763

- 4848

Email: ca @aviation

- professionals.com

Representative for

CemAir (Pty) Ltd7 | Page 

## Table of Contents

Description Page Number

Table of Contents

................................ ................................ ................................ ................................ ... 7

Cross

- Referenced Index to DOT Regulations

................................ ................................ ......................... 8

Identification of Applicant

................................ ................................ ................................ ..................... 9

Summary of Proposed Operations

................................ ................................ ................................ ......... 10

History of Cemair and Resumes of Officers, Directors and Key Personnel

................................ ............ 11

Ownership

................................ ................................ ................................ ................................ ............ 23

Status of Cemair

................................ ................................ ................................ ................................ ... 24

Insurance

................................ ................................ ................................ ................................ .............. 25

Cemair’s Homeland South Africa Licenses

................................ ................................ ........................... 28

Cemair's Operating History

................................ ................................ ................................ ................... 32

Cemair's Aircraft

................................ ................................ ................................ ................................ .. 33

Maintenance and Operations Specifications

................................ ................................ .......................... 34

Cooperative Agreements

................................ ................................ ................................ ....................... 40

Financial Information

................................ ................................ ................................ ........................... 41

USA

– South Africa Charter Reciprocity

................................ ................................ .............................. 42

Safety or Tariff Violations, Accident Information

................................ ................................ ................. 43

OST Form 4523

................................ ................................ ................................ ................................ .... 44

Wet Lease Agreement

................................ ................................ ................................ ........................... 46

Family Assistance Plan

................................ ................................ ................................ ......................... 47

CERTIFICATE OF SERVICE

................................ ................................ ................................ ............ 488 | Page 

## EXHIBIT CE

- 1

Cross

- Referenced Index to DOT Regulations

Regulations Exhibit Number

14 C.F.R. §211.20(a) CE

- 2

14 C.F.R. §211.20(b) CE

- 2

14 C.F.R. §211.20(c) CE

- 3, CE

- 10

14 C.F.R. §211.20(d) CE

- 4

14 C.F.R. §211.20(e) CE

- 5

14 C.F.R. §211.20(f) CE

- 6

14 C.F.R. §211.20(g) CE

- 6

14 C.F.R. §211.20(h) CE

- 7

14 C.F.R. §211.20(1) CE

- 8

14 C.F.R. §211.20(j) CE

- 4, CE

- 9

14 C.F.R. §211.20(k) CE

- 10

14 C.F.R. §211.20(1) CE

- 11

14 C.F.R. §211.20(m) CE

- 12

14 C.F.R. §211.20(n) CE

- 13

14 C.F.R. §211.20(0) CE

- 13

14 C.F.R. §211.20(p) CE

- 13

14 C.F.R. §211.20(q) CE

- 14

14 C.F.R. §211.20(r) CE

- 14

14 C.F.R. §211.20(s) CE

- 15

14 C.F.R. §211.20(t) CE

- 169 | Page 

## EXHIBIT CE

- 2

Identification of Applicant

Name:..................................... CemAir (Pty) Ltd

Address:.............................. OR Tambo International Airport

Hangar 6

Bonaer o Park 1622

South Africa

Telephone Number:............... +27 11 395 4473

FAX Number:......................... +27 11 395 1874

Nature of Organization:...........Corporation, incorporated under the laws of South Af rica

Under the Regulatory Jurisdiction of:

South Africa Civil Aviation Authority



### Mr. Z.G. Thwala, Acting Director

located at:

Ikhaya Lokundiza

Building 16

Treur Close

Waterfall Park

Bekker Street

Midrand, South Africa

Tel: +27 11

– 545 1000

Fax: +27 11

– 545 145510 | Page 

## EXHIBIT CE

- 3

Summary of Proposed Operations

Cemair seeks an Exemption and statement of authorization in order to provide long

- term w et

l ease services to Tortug for the operation of passenger service between the Cap Haitie n International

Airport (CAP) in Haiti, and the Fort Lauderdale International Airport (FLL) in Fort Lauderdale, Florida.

The flights will operate non

- stop from Haiti to Fort Lauderdale, and vice

- versa.

Cemair plans to initiate USA operations 

### using Bombardi er CL600 equipment with a seating

capacity of 50 economy class seats, pursuant to a Wet Lease executed between the Parties



### .11 | Page 

## EXHIBIT CE

- 4

History of Cemair and Resumes of Officers, Directors and Key

Personnel

I. History of Cemair

Cemair was est ablished as a corporation under the laws of South Africa to render, inter alia , air

transportation services of passengers and property, worldwide. On April 12, 2012 Cemair received its

most recent Air Services License which Air Services License contains a Class II, Type N1 designation,

thereby authorizing it to provide ‘non

- scheduled” flights worldwide, and to provide other types of

service, direct or indirect, to airlines and aircraft. See Exhibit CE

- 8. The officers, directors, and key

management personne l reflect a diverse and highly experienced management and operating team, as set

out in Sections II and IV, below.

II. The Officers and Directors of Cemair are as follows:

Title Name Citizenship Phone Number

Chief Ex ecutive Officer Miles van der Molen South Africa +27 82 881 7359

Responsible Person Flight Operations Marthinus Booysen South Africa +27 82 675 9346

Responsible Person Security Steven J. Bilger South Africa +27 82 464 8325

Responsible Person Aircraft Wynand Kleingeld South Africa +27 83 325 8172

Responsible Person Quality Declan McEneaney United Kingdom +27 82 326 3345

Responsible Person Safety Ruan Nel South Africa +27 84 888 0028

III. Relationship by blood or marriage, in compliance with 14 C.F.R. §211.20(d): None of the

officers, directors, or shareholders of Cemair are related by blood or marriage.

IV. The experience, citizenship and residence addresses of each of th e officers, directors and key

personnel are indicated in the resumes that follow. All business addresses are the same as that of the

Applicant.12 | Page13 | Page14 | Page15 | Page16 | Page17 | Page18 | Page19 | Page20 | Page21 | Page22 | Page23 | Page 

## EXHIBIT CE

- 5

Ownership

Cemair is a privately owned corporation, incorporated under the laws o f the Republic of South

Africa. Its shares belong to the following persons and corporations:

NAME CITIZENSHIP % OF OWNERSHIP

Miles van der Molen South Africa 100%24 | Page 

## EXHIBIT CE

- 6

Status of Cemair

Cemair is a privately owned corporation of South Africa in which the Government of South

Africa has no ownership interest, either directly or indirectly.

None of the officers, directors, or managers of Cemair holds any interest, directly or indirectly,

in a USA air carrier, any foreign air c arrier, any person engaged in the business of aeronautics, or any

common carrier or person whose principal business is the holding of stock in, or controlling an air

carrier.25 | Page 

## EXHIBIT CE

- 7

Insurance

Cemair, has insurance coverage that meets or exceeds the requirements of 14 C.F.R. §205, which

insurance has been endorsed for the operation of the Wet Lease flights and which insurance names

Tortug as co

- insured for the purpose of such. Find attached Cemair’s USDOT Foreign Air Carrier

–

Certificate of Insu rance (Form 6411).26 | Page27 | Page28 | Page 

## EXHIBIT CE

- 8

Cemair’s Homeland South Africa Licenses

Find attached a copy of Cemair’s Airline Operating Certificate (“AOC”) and International Air

Service Licens e, including “Class II, Type N1” authority (non

- scheduled, or cha rter), on a “Worldwide”

basis (see page 30 , following). The Cemair International Air Service Licen s e and AOC represent the

requisite economic authority to provide the services described herein.29 | Page30 | Page31 | Page32 | Page 

## EXHIBIT CE

- 9

Cemair 's Operating History

CemAir was est ablished from a partnership that began in 2002 with the acquisition of a Cessna Grand

Caravan. The partnership grew with the purchase of several piston powered aircraft, and following the

procurement of the first of the Beech 1900's in early 2006, the oper ation was formalized as the company

known today as CemAir.

Initially, CemAir operated a mixed fleet of aircraft but the other types (except for the Caravans) were

sold off over a period of years, allowing the organization to focus on the operation of Beec h 1900's. As

other types were phased out, the 1900 fleet continued to grow and by the end of 2011 the company

owned nine of the type.

During 2011 a strategic decision was made to exit the Cessna Caravan market and to sell the two

Caravans it owned. Cemair ’s focus then turned to the Regional Jet market following the acquisition of

the first CRJ in February of 2012. Cemair foresees significant growth for this type of aircraft in the

regions in which they now operate and intends to enhance its fleet to create a commanding position in

the regional jet market.

Their steady and manageable growth philosophy remains the basis for future expansion. Whilst

watching its current operations closely, Cemair is mindful of the need for the company to evolve in

order to re main vibrant and dynamic. This evolution extends beyond its business processes, right down

to the fleet composition itself.

It is Cemair’s vision that over the next five years it will build a substantial fleet of CRJ aircraft to

operate alongside their Be ech 1900s.

P

The33 | Page 

## EXHIBIT CE

- 10

Cemair 's Aircraft

Cemair intends to operate flights to and from Haiti and the USA utilizing the following aircraft:

MAKE/MODEL REGISTRATION

Bombardier CL600

- 2B19 ZS

- CRJ

Commercially known as the

“Canadair Region al Jet”, or “CRJ”

This aircraft is owned by Cemair.34 | Page 

## EXHIBIT CE

- 11

Maintenance and Operations Specifications

Cemair’s own, in

- house maintenance organization is authorized by the South Africa CAA to perform all

the maintenance of the Cemair CL600

- 2B19 aircraft. All checks and line maintenance will be performed

by Cemair in Fort Lauderdale pursuant to their Aircraft Maintenance Organization (“AMO”) approval, a

copy of which is attached.

The maintenance program for the aircraft complies with the provisions of ICAO Pilots and Airmen

Annexes 1, 6 (Part I), and 7.

Also attached are relevant extracts from the Cemair AMO Operations Specifications, which extracts

provide verification that Cemair is duly certificated to perform maintenance on the a ircraft to be

operated pursuant to the Wet Lease.35 | Page36 | Page37 | Page38 | Page39 | Page40 | Page 

## EXHIBIT CE

- 12

Cooperative Agreements

Except for the Wet Lease with Tortug, Cemair has not entered into any agreements or

cooperative working relationships, either oral or written, with any USA o r foreign air carrier that would

affect its proposed service. The normal commercial arrangements for scheduled and on

- demand airline

operations are the only such agreements that Cemair anticipates entering into in the future.41 | Page 

## EXHIBIT CE

- 13

Financial Information

Cemair conducts all business in South Africa under the authority of its AOC and International

Air Service Licen s e (see Exhibit CE

- 8) and is not required to have any additional or separate business

licenses. Financial Statemen ts for Cemair are being submitted in a separate, sealed envelope per the

Cemair Motion for Confidential Treatment Pursuant to Rule 12.42 | Page 

## EXHIBIT CE

- 14

USA

– South Africa Charter Reciprocity

Operations between the USA and South Africa ar e governed by principles of Comity and

R eciprocity. As the Department has consist ently found, the charter services proposed herein are fully

supported by comity and reciprocity principles, since many USA carriers operate charter air serv ices

between the U SA and South Africa.

Applicant will cause South Africa to renew its approval of said charter reciprocity at Docket

OST

- 2006

- 24269; insofar as the most recent statement from South Africa is older than six months.

South Africa is a contracting state to th e Convention on International Civil Aviation.43 | Page 

## EXHIBIT CE

- 15

Safety or Tariff Violations, Accident Information

Cemair has not been involved in any safety or tariff violations or had any fatal accidents in the

previous five (5) years.44 | Page 

## EXHIBIT CE

- 16

OST Form 4523

Cemair hereby furnishes three duly executed copies of OST Form 4523, the Affirmation of

Warsaw Convention Liability Limits, as Exhibit CE

- 16.45 | Page46 | Page 

## EXHIBIT CE

- 17

Wet Lease Agreement

The Wet Lease Agreement between C emair and Tortug, with the executed signature pages

appended as counterparts, can be found on pages 47 through 68 of the Tortug FACP Application,

Docket Number: DOT

- OST

- 2013

- 0003.47 | Page 

## EXHIBIT CE

- 18

Family Assistance Plan

The Family Assistance Plan pursua nt to the Tortug/Cemair Wet Lease operation can be found on pages

69 through 74 of the Tortug FACP Application, Docket Number: DOT

- OST

- 2013

- 0003.48 | Page 

## CERTIFICATE OF SERVICE

I hereby certify that I have, on January 10, 2013, served via electronic mail (“E

- Mail”), the

foregoing Application of Cemair on the following persons:

carl.nelson@aa.com

jeffrey.manley@united.com

david.heffeman@wilmerhale.com

rbkeiner@crowell.com

hkamen@coair.com

dan. weiss@coair.com

robert.cohn@hoganlovells.com

saschavanderbellen@delta.com

jeff.morgan@del ta.com

jhill@dowlohnes.com

anbird@fedex.com

dvaughan@kelleydrye.com

jrichardson@johnlrichardson.com

howard.kass@usairways.com

benjamin.slocum@usairways.com

rsil verberg@sgbdc.com

mcmillin@woa.com

mlbenge@zsrlaw.com

msinick@ssd.com

rpommer@atlasair.com

charters@evergreenairlines.com

slachter@lachter

- clements.com

agoerlich@ggh

- airlaw.com

matwood@sherblackwell.com

kevin.montgomery@polaraircargo.com

bill@mietuslaw.com

john.allen@faa.gov

byerlyjr@state.gov

Voice: (954) 763

- 4848

Email:ca @aviation

- professionals.c om

C.A. Southerland

Representative for

Cemair (Pty) Ltd