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Sanctioned: October 24, 2001.
Cast: November 19, 2001.
The Senate and Chamber of Deputies of the Argentine Nation assembled in Congress etc. sanction with force of law:
ARTICLE 1 Appropriate the agreement between the Government of the ARGENTINA REPUBLIC and the Government of the REPUBLIC OF FILIPINAS on PROMOTION and PROTECTION RECIPROCA DE INVERSIONS, signed in Buenos Aires on 20 September 1999, consisting of DOCE (12) articles, whose authenticated photocopy is part of this law. ARTICLE 2 Contact the national executive branch.IN THE SESSION OF THE ARGENTINE CONGRESS, IN GOOD AIRES, TO THE VEINTICUATRO DIAS OF THE MONTH OF OCTOBER OF DOS MIL UNO.
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PASCUAL RAFAEL. . MARIO A. LOSADA. . Roberto C. Marafioti. . Juan C. Oyarzún.
Agreed between the Government of the ARGENTINA REPUBLIC and the Government of the RePUBLIC of PILIPINES on the promotion and protection of the INVERSIONS
PREAMBULO
The Government of the Argentine Republic and the Government of the Republic of the Philippines, henceforth referred to as the "Contracting Parties";
With the desire to enhance economic cooperation between the two States;
In order to create favourable conditions for the investments of investors of a Contracting Party in the territory of the other Contracting Party, and to increase prosperity in their respective territories;
Recognizing that the promotion and protection of such investments on the basis of an agreement will lead to the stimulation of individual business initiatives and benefit the economic prosperity of both States.
They agreed on the following:
ARTICLE I
DEFINITIONS
For the purposes of this Agreement:
(1) The term "investments" refers, in accordance with the laws and regulations of the Contracting Party in whose territory the investment has been made, to all types of property owned or controlled by an investor of a Contracting Party in the territory of the other Contracting Party, in accordance with the law of the latter. Includes in particular, but not exclusively:
a. movable and immovable property as well as all other real rights such as mortgages, embargoes, garments and usufructs;
b. shares, titles and musttures of companies such as being the capital in the ownership of such companies;
c. the right to sums of money or benefits that have an economic value; loans shall be included only when directly related to a specific investment;
d. Intellectual property rights, patents, industrial property rights, technical processes, know-how, trademarks and commercial names; e. commercial concessions conferred by law or under a contract including concessions.to seek, cultivate, extract or exploit natural resources
Any change in the way assets have been invested will not affect their classification as an investment, provided that such a change is not contrary to the laws of the Contracting Party in whose territory the investments have been made.
(2.) The term "inverter" refers to:
(a) Individuals who are nationals of a Contracting Party in accordance with its legislation;
(b) Legal entities, including companies, associations of companies, commercial corporate entities and other organizations that are constituted or, in any case, are properly organized and truly develop commercial activities under the laws of the respective Contracting Party and have their main offices in the territory of the respective Contracting Party where the administration is actually carried out.
(3.) The provisions of this Agreement shall not apply to investments made by natural persons who are nationals of a Contracting Party in the territory of the other Contracting Party if such persons, at the time of the investment, have had domicile in the latter Contracting Party for more than two years, unless it is proved that the investment was admitted in their territory from abroad.
(4.) The term "gains" refers to amounts derived from investments, such as profits, interests, capital gains, dividends, royalties, tariffs and other normal profits.
(4.) The term "territory" refers to:
A) With regard to the Government of the Argentine Republic, to the national territory, including the maritime areas adjacent to the external boundary of the territorial sea of the national territory, on which the Argentine Republic may, in accordance with national and international law, exercise its rights of sovereignty or jurisdiction
B) With regard to the Republic of the Philippines, national territory as defined by its Constitution.
(6.) This Agreement shall apply to investments made either before or after the entry into force of this Agreement, although the provisions of this Agreement shall not apply to any dispute, claim or dispute arising before the Agreement enters into force.
ARTICLE II
PROMOTION OF INVERSIONS
Each Contracting Party shall promote and admit in its territory, in accordance with its laws and regulations, the investments of investors of the other Contracting Party.
ARTICLE III
PROTECTION OF INVERSIONS
(1) Each Contracting Party shall at all times ensure in its territory a fair and equitable treatment of the investments of the investors of the other Contracting Party and shall not prejudice, with unjustified or discriminatory measures, the administration, maintenance, use, enjoyment or provision thereof.
(2) Each Contracting Party, once it has admitted investments of investors in the territory of the other Contracting Party, shall grant them full legal protection to such investments and shall accord them treatment that is no less favourable than that which agrees to investments of its own investors, in accordance with existing laws and regulations, or of investors of any third State.
(3) The provisions of paragraph (2) of this Article shall not be construed as binding a Contracting Party to extend to investors of the other Contracting Party the benefit of any treatment, preference or privilege that may be extended by the first Contracting Party under:
a. any existing or future free trade zone, customs union, common market or similar international agreement in which either Contracting Party is a Party or may become a Party.
b. any international agreement relative to total or mainly taxes,
c. the bilateral agreements establishing concessional financing concluded by the Argentine Republic with Italy on 10 December 1987 and with Spain on 3 June 1988.
ARTICLE IV
EXPROPIATION
(1) None of the Contracting Parties shall take any measures of expropriation or nationalization or undertake any kind of dispossession that has an effect equivalent to nationalization or expropriation against investments that belong to investors of the other Contracting Party, unless the measures are taken in the public interest, which are not discriminatory, under due process of law and through payment of prompt, adequate and effective compensation.
(2) Such compensation shall be based on the market value of the affected investment immediately before the measure took public status. Where the value could not be determined immediately, the compensation may be determined in accordance with the generally recognized equitable valuation principles taking into account the invested capital, depreciation, the capital that has already been repatriated, the replenishment value and other relevant factors. In the event of delay in the payment of compensation, an interest will be charged to the market rate corresponding to the date of expropriation or loss to the date of payment.
ARTICLE V
COMPENSATION BY PERSONS
Investors of any Contracting Party whose investments were lost in the territory of the other Contracting Party due to war or other armed conflict, state of national emergency, uprising, insurrection or disturbance that is a national emergency shall receive with respect to restitution, compensation, compensation or other agreement, treatment that is not less favourable than that accorded to their own investors or to investors of a third State.
ARTICLE VI
TRANSFERS
(1) Each Contracting Party shall grant to investors of the other Contracting Party the unrestricted transfer of investments and profits of the same and in particular, but not exclusively from:
(a) the capital and additional amounts necessary to maintain and develop investments;
(b) earnings, benefits, interests, dividends and other regular incomes;
(c) funds for the reimbursement of loans as defined in Article I, paragraph (1 ), (c);
(d) royalties and tariffs;
(e) the proceeds of a total or partial sale or settlement of an investment;
(f) The compensation provided for in Articles IV and V;
(g) Remuneration of nationals of a Contracting Party who are authorized to work on an investment in the territory of the other Contracting Party.
(2) Transfers shall be made without delay and in the currency of free convertibility, at the normal exchange rate prevailing on the date of transfer, in accordance with the procedures established by the Contracting Party in whose territory the investment is made, which shall not affect the essence of the rights set forth in this Article.
ARTICLE VII
SUBROGATION
(1) If a Contracting Party or any of its agencies makes any payment to its investors under a guarantee or insurance that it has agreed on an investment, the other Contracting Party shall recognize the validity of the subrogation for the first Contracting Party or its agency to any right or title of the investor. The Contracting Party or any agency thereof, within the limits of the subrogation, shall have the right to exercise the same rights as the investor would have had to exercise. However, this does not necessarily imply a recognition by the other Contracting Party of the merits of any case or of the amount of any claim arising therefrom.
(2) In the case of a subrogation as defined in paragraph (1) above, the investor shall lose his right to make a claim unless authorized by the Contracting Party or its agency.
ARTICLE VIII
CONSULTATIONS
The Contracting Parties, at the request of any of them, agree to consult each other on any matter relating to an investment between the two countries or affecting the implementation of this Agreement.
ARTICLE IX
IMPLEMENTATION OF OTHER
(1) If the legal provisions of any Contracting Party or obligations under international law in force in the present or henceforth established between the Contracting Parties in addition to this Agreement or if any agreement between an investor of a Contracting Party and the other Contracting Party contains rules, whether general or specific, granting investors ' investments of the other Contracting Party a more favourable treatment than that established in this Agreement, such rules, to the extent that they are more favourable, shall prevail.
(2) Where a matter is governed simultaneously both by this Agreement and by another international agreement to which both Contracting Parties are a party, nothing in this Agreement shall prevent any Contracting Party or any of its investors having investments in the territory of the other Contracting Party from benefiting from the rules that are most favourable to the case of the Contracting Party concerned.
(3) If the treatment to be agreed by a Contracting Party to investors of the other Contracting Party, in accordance with its legislation and regulations or other specific contract provisions, is more favourable than that of this Agreement, the most favourable agreement shall be agreed.
ARTICLE X
REQUEST FOR CONTROVERSING PARTIES
(1) Disputes between Contracting Parties concerning the interpretation and application of this Agreement shall be resolved in a friendly manner through the diplomatic channel.
(2) If the dispute cannot be settled in this way within six months of the commencement of the negotiations, it shall be submitted to an ad hoc arbitral tribunal at the request of any Contracting Party.
(3) The arbitral tribunal shall be constituted as follows. Within two months of receiving the request for arbitration, each Contracting Party shall designate a member of the court. These two members shall select a national of a third State, who, with the approval of the two Contracting Parties, shall be appointed President of the court. The President shall be appointed within two months from the date of the appointment of the other two members.
(4) If within the periods specified in paragraph (3) of this Article the necessary designations have not been made, any Contracting Party may, in the absence of any other agreement, invite the President of the International Court of Justice to make the necessary appointments. If the President is a national of either Contracting Party or otherwise is prevented from playing such a role, the Vice-President shall be invited to make the necessary designations. If the Vice-President is a national of any of the Contracting Parties, or if he or she is otherwise unable to perform such a function, the Member of the Court shall be invited to make the necessary appointments to the Member of the Court, which shall follow him in a hierarchy other than a Contracting Party.
(5) The arbitral tribunal shall determine its own procedure. The arbitral tribunal shall make its decision by a majority of votes. Such a decision shall be final and binding on Contracting Parties. Each Contracting Party shall pay the costs of its member of the court and its representation in the arbitral process; the cost of the President and the other costs shall be paid in equal parts by the Contracting Parties.
ARTICLE XI
REQUEST FOR CONTROVERSALS ENTRE A INVERSOR AND A CONTRACTING PART
(1) Disputes arising within the terms of this Agreement concerning an investment by an investor of a Contracting Party and the other Contracting Party shall be settled in a friendly manner to the extent possible.
(2) If such disputes could not be settled within six months of the commencement of the negotiations, they may, at the request of the investor, be subject to:
(a) the competent courts of the Contracting Party in whose territory the investment was made; or
(b) to international arbitration in accordance with the provisions of paragraph (3).
If an investor has submitted or has agreed to submit a dispute to the aforementioned competent court of the Contracting Party where the investment or international arbitration was made, this election shall be final.
(3) In the event of international arbitration, the dispute shall be submitted, at the choice of the investor, to:
(a) The Centre for Settlement of Investment Disputes (CIADI) established by the Agreement on Settlement of Investment Disputes between States and Nationals of Other States opened for signature in Washington on 18 March 1965,
(b) An arbitral tribunal established for each case in accordance with the Conciliation Regulations of the United Nations Commission on International Trade Law (UNCITRAL-MI).
(4) The arbitral tribunal shall take its decision in accordance with the provisions of this Agreement, with the law of the Contracting Party involved in the dispute, including its rules on conflict of laws, with the terms of any specific agreement entered into with respect to such investment and the applicable principles of international law.
(5) The decisions of the arbitral tribunal shall be final and binding on both parties to the dispute. Each Contracting Party shall comply with them in accordance with its legislation.
ARTICLE XII
_ DURATION
(1) The present Agreement shall enter into force on the first day of the following month after the date of the last written notification of the Contracting Parties through the diplomatic channel confirming that the domestic legal requirements for the entry into force of this Agreement have been met.
(2) This Agreement shall remain in force for a period of ten (10) years. It shall remain in force from there on until any of the Contracting Parties notify the other Contracting Party in writing of their desire to terminate the Agreement. Such termination notice shall apply one year after the notification date.
(3) In respect of investments made prior to the date on which the notification of termination of this Agreement is valid, the provisions of Article I to XI shall remain in force for a new period of 10 years from the date of termination of this Agreement.
Made in Buenos Aires, on 20 September 1999, in duplicate, in the Spanish and English languages, both texts being equally authentic.
