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Law No. 115 Of 28 November 1994

Original Language Title:  LEGE nr. 115 din 28 noiembrie 1994

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LEGE No. 115 of 28 November 1994 on the ratification of the Agreement between the Government of Romania and the Government of the Republic of Paraguay for the Promotion and Mutual Protection of Investments and the Annex, signed at Asuncion on 21 May
ISSUER PARLIAMENT
Published in OFFICIAL MONITOR NO. 337 of 6 December 1994



The Romanian Parliament adopts this law + Article UNIC The Agreement between the Government of Romania and the Government of the Republic of Paraguay for the promotion and mutual protection of investments and the Protocol Protocol, signed in Asunción on 21 May 1994 This law was adopted by the Chamber of Deputies at the meeting of October 24, 1994, in compliance with the provisions of 74 74 para. (2) of the Romanian Constitution. CHAMBER OF DEPUTIES PRESIDENT ADRIAN NASTASE This law was adopted by the Senate at the meeting of 16 November 1994, in compliance with the provisions of art. 74 74 para. (2) of the Romanian Constitution. p. SENATE PRESIDENT ION SOLCANU + AGREEMENT between the Government of Romania and the Government of Paraguay for the promotion and mutual protection The Government of Romania and the Government of the Republic of Paraguay, hereinafter called in the desire to enhance economic cooperation for the mutual benefit of both States, with the aim of creating and maintaining favourable conditions for the investment of investors of one of the Contracting Parties in the territory of the other recognising the need to promote and protect foreign investment in order to increase the economic prosperity of both States, agreed the following: + Article 1 For the purposes of this Agreement the following definitions shall be applied for the following terms: 1. The investment designates any type of assets of an investor of a contracting party, the investment in the territory of the other contracting party, according to the latter's laws and regulations. The term shall designate in particular, but not exclusively: a) ownership of movable and immovable property, as well as other real rights as mortgages, gajes and guarantees; b) shares, shares and other types of participation in companies or joint ventures; c) claims and rights derived from any kind of benefits with economic and financial value; d) intellectual property rights such as copyrights, patents, designs and industrial designs, trademarks and trade names, industrial and commercial secrets, technical procedures, know-how, and other similar rights that are recognized by the laws of the e) concessions conferred by law or contract of the contracting parties for the prospecting, exploration and exploitation of natural resources. Any change in the form in which the assets are invested or reinvested will not affect their investment character. 2. Investor, ((i) with regard to Romania: a) any natural person, who, according to the Romanian laws and regulations, is considered to be a citizen of his; b) any legal person constituted according to the Romanian laws and regulations, having their headquarters and economic activity in Romania; ((ii) with regard to the Republic of Paraguay: a) any natural person, who, in accordance with the existing legislation, is a national of the Republic of Paraguay; b) any legal person constituted according to the laws and regulations of the Republic of Paraguay, which is based on its territory. 3. Revenue designates the amounts produced by an investment and includes in particular, but not exclusively, profits, dividends, interest, capital increases, royalties, fees and other income. 4. The territory shall designate: ((i) with regard to Romania, its national territory, including the territorial sea, as well as the continental shelf and the exclusive economic zone on which it exercises, in accordance with international law, sovereignty, sovereign rights or jurisdiction; ((ii) with regard to the Republic of Paraguay, it refers to the territory of the State over which it may exercise its sovereignty or jurisdiction under international law. + Article 2 Promotion and admission 1. Promotion: Each Contracting Party shall promote on its territory, as far as possible, the investments of investors of the other Contracting Party and shall admit these investments in accordance with its laws and regulations. 2. Admission: The contracting party, which has admitted an investment on its territory, will grant the necessary approvals in relation to this investment, including the execution of licence and technical, commercial or administrative contracts. Each contracting party will issue, when necessary, the necessary permits for consulting activities or other qualified persons of foreign nationality. + Article 3 Protection, treatment and economic integration 1. Protecting: Each Contracting Party shall protect on its territory the investments made, in accordance with its laws and regulations, by the investors of the other Contracting Party and shall not obstruct by inappropriate measures or discriminatory administration, maintenance, use, the right to dispose of them, the development, sale and, where appropriate, the liquidation of those investments. In particular, each contracting party will grant the approvals referred to in art. 2 2 paragraph 2 of this agreement. 2. Treatment of the most favored nation: Each contracting party will guarantee on its territory a fair and fair treatment to the investments of investors of the other contracting party. This treatment will not be less favourable than that granted by each contracting party to the investments made on its territory by its own investors or that granted by each contracting party to the investments made on the territory of or by investors of the most favored nation, always when the latter treatment will be more favorable. 3. Economic Integration Zone: The treatment of the most favored nation will not apply to the privileges that a contracting party grants to investors of a third state as a consequence of its participation or association with a free trade zone, a customs union or a common market. 4. Other: The treatment set out in this Article shall not refer to the advantages that one of the Contracting Parties grants to investors in third States as a result of an agreement on the avoidance of double taxation or other agreements relating to taxation. + Article 4 Free transfer 1. Each Contracting Party, in the territory of which investors of the other Contracting Party have made investments, shall guarantee to them the free transfer of payments relating to such investments and in particular of: a) income; b) repayment of loans; c) amounts to cover expenditure on investment management; d) the additional capital contribution required for the maintenance or development of investments; e) the amounts made from the sale or partial or total liquidation of an investment; f) the compensation provided in art. 5 5 and 6. 2. The above mentioned transfers will be made without undue delay, in freely convertible currency at the exchange rate applicable at the date of transfer, in accordance with the regulations of the currency regime in force of the contracting party on the territory of which the investment was made. + Article 5 Expropriation and Compensation 1. None of the Contracting Parties shall directly or indirectly adopt measures of expropriation, nationalization or any other measure of the same nature or with similar effects against the investments of investors of the other Contracting Party, except to those for public interest, in accordance with the provisions of those national constitutions and provided that these measures are not discriminatory and determine the payment of prompt, adequate and effective compensation, according to the legal provisions. The concept of public interest shall be understood in accordance with the terms set out in the Annex to this Agreement. 2. The separation will have to correspond to the real market value that the expropriated or nationalized investment had immediately before expropriation, nationalization or other equivalent measures became public. The compensation will have to be paid without delay in the freely convertible currency. The compensation, which will include interest from the date of expropriation until its actual payment, will have to be achievable and freely transferable in convertible currency. + Article 6 Compensation for losses Investors of one of the Contracting Parties suffering losses of its capital investment in the territory of the other Contracting Party, as a result of a war or other armed conflict, revolution, state of national necessity, uprising, insurrection or revolt in the territory of the other Contracting Party shall not be treated by that less favourable than its own investors or investors of any third State, in respect of refunds, allowances, liquidations or other payments. Corresponding payments will be transferable in accordance with the provisions of art. 4. + Article 7 Subrogation If a Contracting Party or one of its authorized agencies has granted a guarantee to cover non-commercial risks with respect to an investment made by one of its investors in the territory of the other Contracting Party, this latter The contracting party will recognise the subrogation of the first contracting party or its agencies authorised as having the same rights as those of the investor, recognised by the law of the part where the investment was made, always when the first part the contracting party made a payment by virtue of that guarantee. + Article 8 Settlement of disputes between a Contracting Party and an investor of the other Contracting Party 1. In order to resolve the differences relating to investments between a Contracting Party and an investor of the other Contracting Party, the interested parties shall carry out consultations to resolve the case, as far as possible, amicably. 2. If such consultations do not permit the settlement of the dispute within a period of six months from the date of the dispute settlement, the investor may submit the case or the national jurisdiction of the contracting party to the territory of which the dispute was made. investment, or international arbitration. In the latter case the investor has the following options: a) The International Center for the Regulation of Relative Investment Differences (I.C.S.I.D.), created by the Convention for the Settlement of Investment Disputes between States and Persons of Other States, opened for signature in Washington D.C. on 18 March 1965; or b) an ad hoc tribunal, constituted according to the arbitration rules of the United Nations Commission for International Commercial Law (UNCITRAL). 3. In the case of recourse to national jurisdiction, the investor may not appeal to the international arbitration referred to in paragraph 2 of this Article, unless after a period of 18 months from the date of submission of the request for settlement no a final and enforceable sentence has been obtained and the two parties, in agreement, waive the continuation in this judicial court to subject the dispute to the international arbitration. 4. The contracting party, which is a party to a dispute, will never be able to rely on defence, during the proceedings, its immunity or the fact that the investor has received compensation under an insurance contract covering all or part of the damages and losses incurred. 5. The arbitral tribunal will be able to decide on the basis of this Agreement and other relevant agreements between the Contracting Parties; on the basis of the terms of another specific agreement that could be concluded with respect to investments; to the dispute, including its rules on the conflict of law; on the basis of those principles and rules of applicable international law. 6. The tribunal's decisions are final and binding on the disputing parties. + Article 9 Settlement of disputes between Contracting Parties 1. The differences between the Contracting Parties relating to the interpretation or application of the provisions of this Agreement shall be resolved by diplomatic means. 2. If the Contracting Parties do not reach an agreement within 6 months from the initiation of the dispute, it shall be subject, at the request of either of them, to an arbitral tribunal composed of three members. Each contracting party will designate a referee, and both arbitrators thus appointed will appoint the president of the tribunal, who will have to be a national of a third state. 3. If one of the Contracting Parties has not appointed its arbitrator and has not responded to the invitation of the other Contracting Party to carry out this designation within 2 months, the arbitrator shall be designated, at the request of the latter Contracting Party, the President of the International Court of Justice. 4. If the two arbitrators fail to reach an agreement in connection with the election of the President within two months of their appointment, the President shall be designated, at the request of either Contracting Party, by the President of the Court International Justice. 5. If, in the cases provided for in paragraphs 3 and 4 of this Article, the President of the International Court of Justice is prevented from carrying out this function or is national of any of the Contracting Parties, the appointments shall be made by the Vice-Chair and, if it is also prevented or is national of any of the Contracting Parties, the appointments shall be made by the Judge of the Court of greatest seniority, which shall not be national of any of the Contracting Parties. 6. The arbitral tribunal shall adopt its decision by a majority of votes. Each Contracting Party shall bear the expenses for its arbitrator and those of its representation in the arbitration proceedings. The expenses of the President, as well as the other expenses will be borne, in principle, in equal parts, by the Contracting Parties. 7. The tribunal itself will decide its procedure. 8. Tribunal decisions shall be final and binding on the Contracting Parties. + Article 10 Complementary provisions 1. Each Contracting Party shall permanently comply with its obligations regarding the investments of investors of the other Contracting Party. 2. If the provisions of the legislation of any of the Contracting Parties or the obligations of international law, existing or which will be established in the future between the Contracting Parties in addition to this Agreement, contain a general or specify, which confers on the investments made by the investors of the other contracting party a treatment more favourable than that provided for in this Agreement, this Regulation shall prevail over this Agreement. 3. Any expression that is not defined in this Agreement shall have the meaning with which it is used in the legislation in force in each Contracting State. + Article 11 Scope of application This Agreement will apply to investments in the territory of one of the Contracting Parties, made in accordance with its legislation, including the admission procedures of investors of the other party, made before or after the entry into force of this agreement. However, this Agreement shall not be applied to disputes or disputes before its entry into force. + Article 12 Entry into force, duration and termination of agreement 1. This Agreement will enter into force after 30 days from the date on which the Contracting Parties have notified each other, in writing, that they have fulfilled the necessary constitutional procedures for approval in their countries and will be valid for a period of 10 years. 2. If neither of the Contracting Parties denounces it in writing at least 12 months before its expiry date, this Agreement shall be tacitly extended for periods of 10 years, with each Contracting Party reserving the right to denounce this agreement by prior notice, at least 12 months before the expiry date of the current validity period. 3. In connection with the investments made prior to the date of termination of this agreement, art. 1 1-11 of the agreement will continue to be valid for a period of 10 years from the expiry date. As for which, the undersigned, duly authorised for it by those Governments, have signed this Agreement. Written in Asunción, on May 21, 1994, in Romanian and Spanish, the two texts being equally authentic. For the Romanian Government, NICOLAE VACAROIU, PRIME minister For the Government of Paraguay, LUIS MARIA RAMIREZ BOETTNER, minister of foreign + PROTOCOL On the occasion of the signing of the Agreement on the promotion and mutual protection of investments between the Government of Romania and the Government of the Republic of Paraguay, its signatories decided, in addition, the following provisions, which are an integral part In order to align with the provisions of art. 109 of the National Constitution of the Republic of Paraguay, a clarification of those set out in art. 5 of this agreement, namely that the notions of public utility and social interest are included in the expression public interest. Signed in Asunción, on May 21, 1994, in two copies, each in Romanian and Spanish, both texts being equally authentic. For the Romanian Government, NICOLAE VACAROIU, PRIME minister For the Government of Paraguay, LUIS MARIA RAMIREZ BOETTNER, minister of foreign --------------------------