JUAN CARLOS I King of Spain to all that the present join together and Act, know: general courts have approved and I come in to sanction the following law: preamble Spain began in 1958 its entry process in the international institutions engaged in the financing of development, to access as a member to the International Bank for reconstruction and development. Later, in 1960, he joined as a founding member in the International Development Association and the International Finance Corporation, institutions that make up the so-called Group of the World Bank together with the Bank itself. Subsequently, Spain joined in 1974 in the African Development Fund, in 1976 in the Inter-American Development Bank, in 1984 in 1986 in the Asian Development Bank and the African Development Bank and the Inter-American Investment Corporation.
The creation of the Multilateral Investment Guarantee Agency, affiliated to the World Bank Group, now offers a magnificent opportunity to Spain to its investors in developing countries to find adequate coverage against the political risks associated with these initiatives. On the other hand, the incorporation to the Agency will allow completing the presence of Spain in practically all of the multilateral financial institutions linked to development.
This law aims to allow the participation of Spain in the institution.
It authorizes the Government to have enough for the signature and ratification by Spain of the Convention establishing the Multilateral Guarantee Agency investments, whose articles contained as an appendix to this law.
Authorized subscription by Spain of 1,285 actions of the Multilateral investment guarantee of 10,000 special drawing rights nominal value each.
The subscribed capital payment will be made in the manner provided in the seventh article of the Convention as contained as an appendix to this law.
In accordance with article 37 of the constitutive agreement of the Multilateral Investment Guarantee Agency, it refers to the Bank of Spain as depositary of assets constituting in favour of that, as well as supporting titles of subscriptions that are carried out.
The Bank of Spain is authorized to apply with freely convertible character the pesetas needed to make the payments referred to in this law.
ADDITIONAL provision is empowering the ministries of Foreign Affairs and of finance to adopt whatever measures are called for to implement what the present law.
AVAILABLE to end this law shall enter into force the day after its publication in the «Official Gazette».
Therefore, command to all Spaniards, private individuals and authorities, which have and will keep this law.
Palacio de la Zarzuela, Madrid, on March 4, 1988.
JUAN CARLOS R.
The President of the Government, FELIPE GONZALEZ MARQUEZ Convention establishing the MULTILATERAL agency guarantee of investments preamble the State Contracting, whereas expedient is to strengthen international cooperation for economic development and promote the contribution of the foreign investment in general and foreign investment especially in private to such development;
Recognizing that the concerns related to non-commercial risks mitigation would facilitate and encourage greater degree the flow of foreign investment to developing countries;
Eager to improve the flow to developing countries for capital and technology for productive purposes under conditions compatible with their needs, policies and objectives in the field of development, on the basis of fair and stable standards for the treatment of foreign investment;
Convinced that the Multilateral Investment Guarantee Agency can play an important role in encouraging foreign investment to complement national and regional investment guarantee schemes and the activities of private insurers of non-commercial risks, and recognizing that that body, to the extent possible, should fulfil its obligations without resorting to its callable capital and that improvement continued conditions in terms of the investment should contribute to such a goal , Have agreed as follows: chapter the first creation, legal nature, purpose and definitions article 1 creation and legal nature of the organism.
) by this agreement creates the Multilateral Investment Guarantee Agency (hereinafter referred to as the Agency).
((b) the Agency will have full legal personality and, in particular, capacity for: i) contract.
(ii) acquire and dispose of movable and immovable property.
(iii) initiate judicial proceedings.
Article 2nd 0bjetivo and purposes.
The objective of the Agency will be to encourage the flow of investments for productive purposes among member countries, and in particular to the countries members in development, thus complementing the activities of the International Bank for reconstruction and development (hereinafter referred to as the Bank) and the International Finance Corporation and other international development finance institutions.
A_fin_de meet its goal, the Agency: to) will grant guarantees, including coinsurance and reinsurance, against non-commercial risks for investments in a country member and coming from other Member States.
((b) conduct complementary activities appropriate to promote the flow of investment into the countries members in development and between them, and c) exercise all other incidental powers that are necessary or desirable for the achievement of its objective.
In all their decisions, the Agency shall be governed by the provisions of this article.
Article 3 definitions.
For the purposes of this Convention: a) "Member" means a State for which this agreement has entered into force in accordance with article 61.
(b) ' recipient' or «Government receiver» means a member, its Government, or a public dependency of a member in the territory, as defined in article 66, will be located on an investment that has been assured or reassured by the body or that the body is considering guaranteeing or reassure.
((c) «developing member country' means a member of the agency designated as such in Appendix A) of this Convention, including amendments to the appendix that takes place when the Board of Governors, which is referred to in article 30 (hereinafter referred to as the Council).
(d) "special majority" means the affirmative vote of not less than two-thirds of the total number of voting rights representing not less than 50 per 100 of the subscribed shares of capital of the organism.
(e) ' free use currency' means (i) a currency so designated from time to time by the International Monetary Fund and (ii) any other currency that can be freely obtained and used effectively, that the Board of Directors, which is referenced in article 30 (hereinafter referred to as the Board) designate for the purposes of this Convention, after consulting with the International Monetary Fund and with the approval of the issuing country of that currency.
Chapter II members and capital article 4th member.
(a) may be members of the Agency members of the Bank and Switzerland.
(b) the founding members of the body will be that designated in Appendix A of this Convention and States which are parties to the same on October 30, 1987 or earlier.
Article 5 Capital.
(a) the authorized capital of the Agency shall be 1,000 million SDRs (SDR 1,000 million). The authorized capital will be divided into 100,000 shares with a par value of SDR 10,000 each, which will be available to members for subscription purposes. All payment obligations of members with respect to the authorized capital will be satisfied on the basis of the average value of the SDR in terms of the dollar of the United States of America in the period between 1 January 1981 and June 30, 1985, value that corresponds to 1,082 dollars of the United States of America for each SDRS.
((b) to admit a new Member, the authorized capital will increase as the number of shares authorized at that time are insufficient to provide the actions which have to be endorsed by the Member in accordance with article 6 c) the Council, by special majority, may increase at any time the authorized capital of the organism.
Article 6 subscription of shares.
Each Member of the body will subscribe to the nominal value the number of shares of capital that otherwise opposite its name in Appendix A of this agreement. All other members will sign of equity shares in the number and in the terms and conditions determined by the Council, but in no event at a price of less than the nominal value. No Member will sign less than 50 shares.
The Council shall prescribe rules as members can subscribe to which additional shares from the authorized capital.
Article 7th Division and payment of subscribed capital requirements.
The initial subscription of each Member will be paid in the following manner: i) within ninety days from the date on which this Convention enters into force for each Member; (10 per 100 of the price of each share will be paid in cash as stipulated in section a) of article 8 and 10 per additional 100 in the form of non-negotiable ious not accrued interest, or similar obligations which have to be paid in accordance with a decision of the Board in order to meet the obligations of the Agency.
(ii) the balance shall be subject to payment at the request of the Agency as necessary to meet their obligations.
Article 8 payment of the subscription of shares.
(a) payment of subscriptions will be free use coins; However, developing member countries be able to pay in their own currencies to 25 per 100 of the portion in cash of the paid-up capital of its subscriptions payable according to article 7th, i).
(b) the requirements of any portion of the unpaid subscriptions shall be uniform for all actions.
(c) if the amount received by the Agency in respect of a requirement proves insufficient to meet obligations that have necessitated the requirement, the Agency can make successive additional requirements for unpaid subscriptions until the total sum that you receive sufficient to satisfy such obligations.
(d) the responsibility for the actions shall be limited to the unpaid portion of the issue price.
Article 9th valuation of coins.
For the purposes of this Convention, whenever it is necessary to determine the value of one currency based on another, this value will be that reasonably determine the Agency, after consultation with the International Monetary Fund.
Article 10. Refunds.
((a) as soon as possible, the Agency will reimburse members the amounts paid by them by concept of subscribed capital requirement if the following conditions are met and where they met: i) that the request has been made to satisfy a claim arising from a guarantee or contract of reinsurance and that after the body has recovered its payment in whole or part ((, in currency of free use, or ii) that the requirement has been made because of failure to pay by a member and subsequently said Member has effected the payment in whole or part, or iii) the Council, by special majority, determined that the financial situation of the Agency allows such amounts in whole or part to be reimbursement with revenues of the Agency.
(b) any refund to a member under this article will be in coin for free use in the proportion corresponding to payments made by that Member in the total of the amount paid in accordance with requirements made prior to such refund.
((c) the equivalent of the amounts refunded to a member under this article will become part of the required capital obligations of Member according to article 7th ii).
Chapter III operation article 11. Risks covered.
(((a) pursuant to the provisions of sections b) and (c)) that follow, the Agency can ensure permissible investment against loss resulting from one or more of the following types of risk: i) transfer of currency.
The introduction is attributable to the recipient Government of any restrictions on the transfer abroad by host country of its currency in a currency of free use or other currency acceptable to the holder of the guarantee, including the lack of performance of the recipient Government, within a reasonable time, with respect to a request for this fork for that transfer.
(ii) expropriation and similar measures.
Any legislative action or any action or administrative omission attributable to the recipient Government that has the effect of depriving the holder of a guarantee of the property or the control of your investment or a substantial benefit derived from it, with the exception of non-discriminatory measures of general application which Governments normally take in order to regulate economic activity in their territories.
(iii) breach of contract.
Any refusal or failure by e! Recipient Government contract with the holder of a guarantee, a) the holder of a guarantee has no remedy before a court or Arbitration Forum in order to resolve the claim of rejection or failure, or b) this forum does not dictate a decision within a reasonable time pursuant to provisions in the contracts of guarantee in accordance with the regulations of the Agency ((, or c) cannot comply with such decision, and iv) war and civil unrest.
Any military action or civil disturbance in any territory of the recipient country to which applies this Convention according to the provisions of article 66.
((b) in virtue of a joint request from the investor and the host country, the Board, by a special majority, may approve the extension of coverage under this article to specific non-commercial risks other than falling within section to), but in any case the risk of devaluation or depreciation of the currency.
(((c) not be covered losses resulting from the following: i) any act or omission by the recipient Government has rendered that consent the fork's warranty or for which it is responsible, and ii) any action or omission of the recipient Government or any other event that occurs before the conclusion of the contract of guarantee.
Article 12. eligible lnversiones.
(a) eligible investments shall include contributions to the share capital, including medium- or long-term loans granted or guaranteed by the holders of shares in the share capital of the company concerned, and the forms of direct investment as the Board may determine.
((b) the Board, by a special majority, may extend eligibility to any other form of investment in the medium to long term, except that loans other than those mentioned in section a) preceding may be admissible only if they are linked to a specific investment guaranteed or which intends to protect with guarantee of the Agency.
(c) the warranty shall be restricted to those investments which start after being recorded by the agency request for such security. Such investments may include: i) the transfer of currencies made to modernize, expand or develop an existing investment, and ii) the use of revenues from existing investments that otherwise could be sent outside the host country.
((d) to ensure an investment, the Agency must be satisfied that: i) the economic soundness of the investment and its contribution to the development of the recipient country.
(ii) the legitimacy of the investment in accordance with the laws and regulations of the host country.
((iii) the harmony of the investment objectives and priorities declared by the receiving country, and iv) conditions for investments in the host country, including the availability of fair and equitable treatment and legal protection for the investment.
Article 13. Eligible investors.
((a) any natural person and any legal person can meet the conditions required to receive the warranty of the Agency, provided that: i) the natural person is a national of a member country other than the host country.
((ii) the legal entity has been organized and has its business headquarters in a Member State or the majority of its capital is owned by one or more Member States or nationals of the Member or members, provided that in any of these cases that Member country is itself the recipient country, and iii) legal person whether private or not owned, operate in commercial terms.
((b) where the investor has more than one nationality, for the purposes of section a) precedent, the nationality of a member shall prevail over the nationality of a country that is not a member, and the nationality of the host country prevail over the nationality of any other Member.
(c) by virtue of joint application of the investor and the host country, the Board, by a special majority, may extend eligibility to a natural person who is a national of the host country or to a legal person which has been constituted in the host country or whose capital is mostly owned by its nationals, provided that the assets in question are transferred from outside the host country.
Article 14. Eligible recipient countries.
Investments be guaranteed pursuant to this chapter only if they are carried out in the territory of a member country in development.
Article 15. Approval of the host country.
The body not held any security agreement until the recipient Government has approved the granting of the guarantee by the Agency against risks whose coverage has been specified.
Article 16. Terms and conditions.
The terms and conditions of each contract of guarantee will be determined by the Agency subject to the rules and regulations issued by the Board, being understood the organism does not apply to the total loss of the guaranteed investment. Guarantee contracts shall be approved by the President under the direction of the Board.
Article 17. Payment of claims.
The President, at the suggestion of the Board, will decide about the payment of claims to the holder of a security in accordance with the security agreement and the policies that the Board adopt. Guarantee contracts shall require that holders of guarantees, until the Agency makes a payment, engage in administrative resources that are appropriate by virtue of the circumstances, provided that they are at your disposal in accordance with the laws of the host country. Such contracts may require the course of certain reasonable periods between the occurrence of the events giving rise to the claims and payments of these.
Article 18. Subrogation.
(a) to pay or agree to pay compensation to the holder of a guarantee, the body is subrogated in the rights or claims related to guaranteed investment that the holder of a security may have had against the host country and forced others. The security agreement shall lay down the terms and conditions of such subrogation.
((b) the rights of the Agency pursuant to section a) precedent will be recognized by all members.
((c) the recipient country will give to the quantities expressed in its own currency, acquired by the Agency as Deputy under section a) precedent, so favourable treatment regarding their use and conversion as the treatment which would have corresponded to such funds in the hands of the holder of the guarantee. In any case, the Agency may use amounts for the payment of administrative expenses and other costs. The Agency will seek to also conclude agreements with countries about other uses of such coins, insofar as these are not free use.
Article 19. Claims with national and regional bodies.
The Agency shall cooperate with national entities in the Member countries and regional entities whose capital is predominantly owned by the Member countries that carry out similar activities of the Agency, and shall seek to complement the operations of such entities, in order to both maximize the efficiency of their services as their contribution to increasing the flow of foreign investment. To this end, the Agency may conclude contractual arrangements with these entities about the details of such cooperation, especially including the arrangements of reinsurance and coinsurance.
Article 20. Reinsurance of national and regional entities.
to) the Agency may grant a reinsurance, with respect to a specific investment against loss resulting from one or more of the non-commercial risks that had been guaranteed by a member or unit of the same or a regional entity of investment guarantee whose larger share of capital is owned by two or more members. The Board, by a special majority, will determine when the maximum amount of the contingent liabilities that the Agency can assume with respect to contracts of reinsurance. With regard to specific investments that are completed more than twelve months before the agency receiving the application for reinsurance, the maximum amount will be established initially in 10 per 100 of the total of the contingent liabilities of the Agency under this chapter. The admissibility conditions specified in articles 11 to 14 shall apply to reinsurance operations, except that it is not necessary to reaseguradas investments carried out subsequent to the application for reinsurance.
(b) mutual Agency and a member or a dependency reaseguradas the rights and obligations shall be specified in the contracts of reinsurance subject of the rules and regulations of reinsurance issued by the Board. The Board will approve each contract of reinsurance that guarantees an investment that has been made until the Agency receives the request for reinsurance, with a view to minimizing risks, ensuring that the body receives premiums that keep proportion with its risks, and that the reinsured entity undertakes properly to promote new investments in developing member countries.
(c) to the extent possible, the Agency will ensure that him and the reinsured entity it would correspond them rights equivalent to those who would have the Agency if it had been the original guarantor subrogation and arbitration. The terms and conditions of reinsurance shall require that administrative actions in accordance with article 17 engage until a payment is made by the body. The subrogation shall have effect with respect to the recipient country concerned only after approval of the reinsurance by the Agency. The Agency will include in the contracts of reinsurance provisions requiring that reinsurance be careful due diligence to assert rights or claims related to the reinsured investment.
Article 21. Cooperation with private insurers and reinsurers.
to) the Agency may conclude agreements with private insurers countries members in order to enhance their own operations and prejudicial to such insurers to provide coverage of non-commercial risks in countries developing members in conditions similar to those applied by the Agency. Such agreements may include reinsurance by the Agency in accordance with the conditions and procedures specified in article 20.
(b) the Agency may reinsure with any appropriate reinsurance entity, in whole or in part, the warranty or granted guarantees for him.
(c) the Agency shall endeavor to especially ensure investments for which there are comparable coverage from private insurers and reinsurers on reasonable terms.
Article 22. Limits of warranty.
(a) unless the Board determines otherwise by special majority, the total amount of contingent liabilities that can assume the Agency under this chapter shall not exceed at any time the 150 per 100 of the amount of the subscribed capital that is free of encumbrances of the organism and its reserves, more the subtension of the reinsurance that the Board determines. The Board, from time to time, examine the risk profile of the portfolio of the agency based on its experience with regard to claims, the degree of diversification of risks, the coverage of reinsurance and other relevant factors, with the aim of determining if it should recommend to the governing the amendment of the maximum contingent liabilities total amount. In any case, the maximum amount to be determined by the Council exceed five times the amount of the subscribed capital that is free of encumbrances of the organism, its reserves and the proportion of its coverage of reinsurance that is considered appropriate.
((b) without prejudice to the general limit of the guarantee referred to in section a) preceding, the Board can determine: i) maximum total amounts of contingent liabilities that may be undertaken by the Agency, in accordance with this chapter for all the guarantees granted to the investors of each Member. In the determination of these maximum amounts, the Board will provide due consideration the proportional share of the respective in the capital of the Agency member and the need to implement more liberal limitations on investment developing members, originating in the countries and ii) maximum total amounts of contingent liabilities that may be assumed by the Agency with respect to factors of risk diversification such individual projects, recipient countries, individually considered, and kinds of investment or risk.
Article 23. Promotion of investments.
) the Agency perform research, will undertake activities to promote investment flows and will disseminate information on investment opportunities in developing countries, in order to improve the conditions for flows of foreign investment to developing countries. The Agency, at the request of a member, may provide advice and technical assistance in order to improve the conditions for investments in the territory of that Member. (To carry out these activities, the Agency: i) will be oriented by the relevant investment agreements between Member countries.
((ii) will seek to remove impediments, both developed and developing, to the flow of investment to developing member countries, and iii) will coordinate the activities of other entities interested in the promotion of foreign investment and, in particular, the International Finance Corporation.
((b) in addition, the Agency: i) will encourage the amicable settlement of disputes between investors and host countries.
(ii) will it strive to hold, subject to approval of the Board by a special majority, agreements with member countries in development, particularly with potential host countries, in which to ensure that the Agency has, with regard to investments it guaranteed, a treatment at least as favourable as the agreed by the Member concerned in an agreement on investments (, the guarantee of investments or the most-favoured State entity, and iii) it will promote and facilitate the conclusion of agreements between its members on the promotion and protection of investments.
(c) the Agency will pay special attention in their advocacy activities to the importance of increasing the flow of investments between countries developing members.
Article 24. Sponsored investment guarantees.
In addition to guarantee operations which fall to the Agency under this chapter, the Agency will guarantee investments under sponsorship agreements as provided for in annex I to this Convention.
Chapter IV provisions financial Art. 25. Financial administration.
The Agency will conduct its activities in accordance with sound business practices and prudent financial management practices with a view to maintain their capacity to meet their financial obligations in all circumstances.
Article 26. Premiums and commissions.
The Agency will set and periodically review the level of premiums, fees and other charges, if any, applicable to each class of risk.
Article 27. Distribution of net income.
((a) without prejudice to the provisions of section a), iii), article 10, the Agency will allocate net reserves revenues until they reach an amount equal to five times the subscribed capital of the organism.
((b) once the Agency reserves have reached the level prescribed in section a), the Board shall determine if the net income of the body have allocated to reserves or distributed among the members of the body, and to what extent, or used otherwise. Any distribution of net income to the members of the body will be in proportion to the participation of each Member in the capital of the Agency in accordance with Council decision by special majority.
Article 28. Budget.
The President shall prepare an annual budget of revenue and expenditure of the Agency for approval by the Board.
Article 29. Accounts.
The Agency shall publish an annual report that will include the States of their accounts and the accounts of the Trust Fund of sponsorship referred to in annex I to the Convention, verified by independent auditors. The Agency will distribute to members, with appropriate intervals, a summarized State of its financial position and a statement of profit and loss that indicate the results of its operations.
Chapter V organization and administration article 30. Structure of the organism.
The Agency will have a Board of Governors, a Board of Directors, a President and officials who will meet the obligations determined by the Agency.
Article 31. The Council.
(a) all the powers of the organism will reside in the Council, except those which, in accordance with the terms of this agreement, confer specifically to another organ of the body. The Council may delegate to the Board the exercise of any of his powers, with the following exceptions: i) the right to admit new members and determine the conditions of admission.
(ii) the right to suspend a member.
(iii) the power to decide an increase or a decrease in the capital.
((iv) the right to raise the limit of the total amount of the contingent liabilities in accordance with section a) of article 22.
((v) designate a member as a member country in development in accordance with section c) article 3. º vi) the power to classify a new Member as a member of the category 1 or category 2 for the purposes of voting in accordance with the section to) article 39, or reclassify an existing Member for the same purposes.
(vii) the authority to determine the remuneration of the directors and their alternates.
(viii) the Faculty give for completed operations and dissolve the body.
(ix) the Faculty of distribute assets to the members after the liquidation.
(x) the Faculty of reform this agreement, its annex and appendices.
b) the Council shall be integrated by a Governor and an alternate appointed by each Member in the manner in which the Board determines. No alternate may vote, except in the absence of his principal. The Council will select one of the Governors as its Chairman.
(c) the Council will hold an annual meeting and other meetings as shall be determined by the Council itself or that the Board convene. The Board shall convene a meeting of the Council whenever this is requested by five members or members who have 25 per 100 of the total voting rights.
Article 32. The Board of Directors.
) the Board it will be responsible for the Agency's general operations and in fulfillment of this responsibility, shall take all measures that are required or are permitted under this agreement.
b) the Board shall consist of not less than 12 directors. The Council may adjust the number of Directors in order to respond to changes that occur in terms of the number of members of the Agency. Each Director may appoint an alternate with full power to act on your behalf in the event of absence or incapacity. The Bank's President will be President 'ex officio' Board, but will not have the right to vote except in the case where it is necessary a casting vote if there is equality of results in a vote.
(c) the Board shall determine the duration of the functions of the directors. At its inaugural session, the Council will constitute the first Board.
d) the Board shall meet when its President to convene on its own initiative or at the request of three Directors.
(e) up to when the Council decides that the Agency has a resident Board that works continuously, principals and alternates will receive compensation only for the cost that means attending meetings of the Board and the fulfillment of other official functions on behalf of the Agency. Once they established a Board with continuous functions, directors and alternates eligible for remuneration to be determined by the Council.
Article 33. President and officials.
(a) under the general supervision of the Board, the President will address the ordinary Affairs of the Agency. It will be responsible for the Organization and the appointment and removal of officials.
b) the President shall be appointed by the Board on the proposal of its President. The Council shall determine the remuneration and the conditions of the contract of service of the President.
(c) in the performance of their duties, the President and officers obliged wholly to the Agency and will not have any commitment with respect to another authority. Each Member of the organisation shall respect the international character of this duty and shall refrain from trying to influence the President or staff in the performance of their duties.
(d) to appoint officials and staff, President, subject of vital interest to ensure the highest standards of efficiency and technical competence, will pay due attention to the importance that has the recruitment of personnel in the broadest possible geographical area.
(e) the President and the officials and employees will maintain at all times the confidentiality of information obtained in the conduct of the operations of the Agency.
Article 34. Prohibition of political activities.
Neither the body nor its officials will interfere in the political affairs of any member. Without prejudice to the right of the Agency to take into account all the circumstances surrounding an investment, decisions of the Agency and its employees will not be influenced by the political character of the Member or members concerned. Considerations relevant to their decisions shall be weighed impartially in order to achieve the purposes set out in article 2.
Art 35. Relations with other international agencies.
The body, within the terms of this Convention, shall cooperate with the United Nations and other intergovernmental bodies that have responsibilities in related fields, including in particular the Bank and the International Finance Corporation.
Article 36. Location of the headquarters.
(a) the headquarters of the Organization shall be in Washington, D. C., unless the Council, by special majority, decides to place it elsewhere.
b) agency may establish other offices as necessary in connection with his work.
Article 37. Depositories of the assets.
Each Member shall designate its central bank as custodian where the body can maintain holdings in the currency of that Member and other assets of the agency or, in case of absence of a central bank, shall designate for this purpose to another institution that is acceptable to the Agency.
Article 38. Communication with the members.
(a) each Member shall designate an appropriate authority which can communicate with the body in relation to all matters arising under this Convention. The Agency may consider as formulated by the Member declarations that the authority. At the request of a member, the organism will be consultation with him in matters that deal with articles 19 to 21 and to keep related entities or insurers of that Member.
(b) when it is necessary to count with the approval of a member until the Agency can perform a particular action, deemed that approval has been granted unless the Member files an objection within the reasonable time that the Agency may determine when notifying the Member about the action that is proposed to carry out.
Chapter Vl voting rights, settings, subscriptions and representation article 39. Voting rights and subscription settings.
to) in order to provide voting arrangements that reflect equal interest in the body of the two categories of States that appear in the Appendix of this Convention, as well as the importance of the contribution of each of the members, each Member will have 177 votes of accession more a vote of subscription per share which that Member has in the capital.
b) if at any time within three years after the entry into force of this agreement the sum total of votes for membership and subscription of members who belong to any of the two categories of States listed in Appendix A of this agreement is less than 40 per 100 of the total number of voting rights the members of the class in question will have the number of additional votes as needed so that the total number of the voting rights of the category is equal to such percentage of the total number of voting rights. The additional votes shall be distributed among the members of this category in proportion to the votes of each subscription with the total of the votes of the category subscription. Such additional votes shall be subject to automatic adjustment to ensure that that percentage should be maintained and will be cancelled at the end of the period of three years.
(c) during the third year following the entry into force of this Convention, the Council shall review the allocation of shares and will be guided in its decision by the following principles:
((i) the votes of the members reflect effective subscriptions in the capital of the Agency and the vows of membership according to the recorded in section a) of this article;
((ii) actions assigned to countries that have not signed the Convention made available to members for purposes of reallocation and so that enable the parity of voting between the two above-mentioned categories, and iii) the Council will take the measures that facilitate the subscription by the members of the actions assigned to them.
((d) inside of the three-year period stipulated in section b) of this article, all decisions of the Council and of the Board shall be taken by a special majority, unless decisions that require a high majority under this Convention shall be made by the highest majority.
e) to increase the equity capital of the Agency in accordance with section c) of article 5, each Member who so requests shall be entitled to a proportion of the increase equivalent to the proportion who keep their shares until then with the total share capital of the body, but no Member shall be required to subscribe to any part of the capital increase.
((f) the Council shall adopt regulations regarding additional subscriptions of which is section e) of this article. Such regulations will prescribe reasonable time limits for the submission of requests for members to make such subscriptions.
Article 40. Voting in the Council.
a) each Governor shall be entitled to cast the votes of the Member which he represents. Unless otherwise specified in this agreement, decisions of the Council shall be made by majority of the votes cast.
(b) for any meeting of the Council the quorum will be constituted by a majority of Governors exercising not less than two thirds of the total voting rights.
(c) the Council may establish by regulation a procedure whereby the Board may request a Council decision on a specific question without meeting of the Council, when it considers that such a measure corresponds to the best interests of the Agency.
Article 41. Election of Directors.
a) the directors shall be elected in accordance with Appendix B.
(b) Directors will continue to hold office until the election of their successors. If the position of a Director become vacant for more than ninety days before completion of their period, governors who elected the Director will choose another for the remainder of the period. The election will require the majority of votes cast.
While the post remains vacant, the alternate for the former Director will be the exercise of the powers, with the exception of the name an alternate.
Article 42. Voting in the Board of Directors.
a) each Director shall be entitled to cast the number of votes of the members whose votes counted for your choice. All the votes that a Director has a right to issue will be issued as a unit. Unless otherwise specified in this agreement, decisions of the Board shall be made by majority of the votes cast.
(b) the quorum for a meeting of the Board shall consist of the majority of the directors who have no less than half of the total number of voting rights.
(c) the Board can establish by regulation a procedure under which its Chairman may request a decision of the Board on a specific issue without a call for Board meeting, when it considers that such a measure corresponds to the best interests of the Agency.
Chapter VII privileges and immunities article 43. Purposes of the chapter.
To allow the Agency to fulfil its functions, will be granted in the territory of each Member the immunities and privileges that set forth in this chapter.
Article 44. Judicial actions.
Actions Court, other than the one included in the scope of articles 57 and 58, only before a Court of competent jurisdiction in the territories of a member in which the Agency has an office or has appointed an agent for the purpose of receiving subpoenas or legal notices can be initiated against the Agency. Such actions against the Agency i) by the members or persons acting on their behalf or whose claims come from members, or ii) with regard to labour issues may not bring. The property and assets of the Agency, whatever its location and whoever is your fork, they shall be immune from all forms of seizure, kidnapping or execution until rendered judgment or final award against the Agency.
Article 45. Active.
to) the property and assets of the Agency, whatever its location and whoever is your fork, they shall be immune from all registration, requisition, confiscation, expropriation and other form of seizure by Executive or legislative action.
(b) to the extent necessary to conduct their operations under this Convention, all the property and assets of the Organization shall be exempt from restrictions, regulations, controls and moratoria of any nature; It is understood that the goods and assets acquired by the Agency as successor and Deputy of the holder of a guarantee, a reinsured entity or an investor, secured by a reinsured entity shall be exempt from restrictions, regulations, and controls of currency exchange in force and applicable in the territories of all of the Member in question to the extent that the fork institution or investor he subrogates Agency shall be entitled to such treatment.
(c) for the purposes of this chapter, the term «assets» shall include the assets of the Trust Fund of sponsorship referred to in annex I of this agreement and other assets administered by the Agency for the achievement of its objectives.
Article 46. Files and communications.
(a) the archives of the Agency shall be inviolable, wherever they are.
(b) the official communications of the Organization shall enjoy the same treatment afforded by each Member to the official communications of the Bank.
Article 47. Taxes.
(a) the Agency, assets, goods and income, and its operations and transactions authorized by this agreement, shall be exempt from taxes and customs duties. The Agency also will enjoy immunity from any liability for the collection or payment of any tax or duty.
(b) except in the case of nationals of the country, is not levied taxes on the allocations for expenditures or with respect to such allowances paid by the Agency to the Governors and their deputies or salaries, allowances for expenses or other emoluments paid by the Organization to the Chairman of the Board. Principals, alternates, President or staff of the organism, or with respect to such salary allowances or emoluments.
(c) any kind of taxes you can tax a guaranteed investment or reassured by the body (derived from the same earnings's included) or insurance policies underwritten by the organism (including premiums and other revenues derived from those) whoever is your fork; ((i) if such taxes were discriminatory against investment or insurance policy only in reason be assured or reassured by the body, or ii) if the sole jurisdictional basis for such taxes is the location of any office or place of business that keep the body.
Article 48. Officials of the Agency.
All Governors, directors, alternates, the President and the staff of the Agency: i) shall enjoy immunity from any legal action in respect of acts performed by them in the exercise of their official functions;
((ii) when they are not national State where they exercise their functions, will receive the same immunities with respect to restrictions on immigration, requirements on registration of foreign and national service obligations and identical facilities in terms of exchange-rate regime than those granted by the members concerned to the representatives, officials and employees of comparable rank of other members, and iii) will receive the same treatment granted by the members concerned in respect of travel facilities to the representatives, officials and employees of comparable rank of other members.
Article 49. Application of this chapter.
Each Member shall take measures that are necessary in their own territory for the purposes of putting in effect pursuant to its own laws the principles set forth in this chapter and shall inform the Agency of the specific measures taken.
Article 50. Resignation.
The immunities, exemptions and privileges provided in this chapter are granted in the interests of the Agency and may disclaim, to the extent and under the conditions determined by the Agency, in cases in which such waiver does not harm its interests. The Agency will waive the immunity of any of its officers in cases that, in their opinion, immunity would impede the course of Justice and can be waived to it without harming the interests of the Agency.
Chapter VIII retirement, suspension members, cessation of operations article 51. Removal.
After a period of three years from the date on which this Convention has entered into force with respect to a member, this may be removed of the organism at any time by written notification to the headquarters of the same. The Agency will make known to the Bank, in his capacity as depositary of this Convention, which has received such notification. The withdrawal will be effective 90 days after the date on which the Agency receives the aforementioned notification. The Member may revoke such notification as long as it has not entered into force.
Article 52. Suspension of members.
to) the Council, acting by a majority of its members having the majority of the total number of voting rights, he may decide the suspension of a member of the Agency which ceases to meet any of its obligations under this Convention.
(b) while the suspension remains, the Member will be deprived of any right under this agreement except in what should be the right to withdraw from the Agency and other rights set forth in this chapter and chapter IX, but will continue subject to the fulfillment of all obligations.
(c) for the purposes of determining compliance with the conditions for the granting of a guarantee or reinsurance under Chapter Ill or of annex I to this Convention, a suspended Member will not be regarded as a member of the body.
(d) the suspended Member will no longer automatically be a member at the end of one year from the date of its suspension, unless the Council decides to extend the period of suspension or reinstate the Member rights.
Article 53. Rights and duties of States that are not members.
(a) when a State ceases to be a member, it shall remain responsible for all obligations, including its contingent, incurred obligations under this agreement and that they have come into force before the cessation of its membership.
((b) without prejudice to the provisions of section a) precedent, the body will come to an agreement with that country for the arrangement of their respective claims and obligations. All these arrangements must be approved by the Board.
Article 54. Suspension of operations.
(a) whenever the Board considers it justified, may suspend the granting of new guarantees for a certain period.
(b) in the case of an emergency, the Board may suspend the activities of the Agency for a period not exceeding the duration of the emergency, with the condition that the necessary arrangements for the protection of the interests of the Agency and third parties are carried out.
(c) the decision to suspend operations will not have any effect on the obligations of the members arising from this agreement or the obligations of the Agency with respect to a guarantee or reinsurance policy holders or with regard to third parties.
Article 55. Liquidation.
(a) the Council, by special majority, may order the cessation of the operations of the Agency and its liquidation. In this case, the Agency shall immediately cease all its activities, with the exception of those necessary for the orderly liquidation, conservation and protection of their assets and settlement of its obligations. Until the final liquidation and distribution of assets was effected, the body will remain in existence and all the rights and obligations of members under this agreement will continue in force in all its integrity.
(b) shall not be any distribution of the assets to the members until not all obligations with the bondholders of guarantees and other creditors have been satisfied or measures have been taken to meet them and until the Council has decided to proceed with such distribution.
(c) pursuant to the foregoing provisions, the Agency will distribute its remaining assets to members in proportion to the sums contributed by each of them to the subscribed capital. The Agency will distribute all the remaining assets the Trust Fund of sponsorship is referred to in the annex to this agreement in the proportion having investment sponsored by each of them with the total sponsored investment sponsors members also. No Member shall be entitled to its portion of the organism or sponsorship from trust fund assets unless such Member has satisfied all pending the Agency's claims against. Each distribution of assets shall be made on dates to be determined by the Council and in the manner which it considers fair and equitable.
Chapter IX settlement of article 56. interpretation and application of the Convention.
(a) any question of interpretation or application of the provisions of this agreement arising between a member of the Agency and the agency or among its members will be presented to the Board to make a decision. Member which affected especially by the question and is not represented in another way by a National Board may send a representative attend meetings of this that this question be considered.
((b) in all cases in which the Board has taken a decision pursuant to section a) above, a member may request that the matter should be referred to the Council, whose decision shall be final. Subject to the outcome of the referral to the Council, the body, in so far as it considers it necessary, may act based on the decision of the Board.
Article 57. Differences between the Agency and its members.
((a) without prejudice to the provisions of article 56 and of section b) of this article, any difference between the Agency and a member or a unit thereof and any difference between the body and a country (or a dependence on it) which has ceased to be a member of the body, it is arranged in accordance with the procedure stipulated in annex II of this agreement.
(((b) disputes claims of the agency acting in subrogation of an investor to be arranged in accordance with i) the procedure stipulated in annex II of this agreement, or ii) agreement to be held between the Agency and the Member concerned about one or more alternative methods for the settlement of differences. In the latter case, the annex II to this Convention will serve as a basis for such an agreement, which, in each case, will be approved by the Board by a special majority until the Agency to undertake operations in the territories of the Member concerned.
Article 58. Differences involving holders of a guarantee or reinsurance.
Any difference that occurs because of a warranty or contract of reinsurance between parts of the same shall be submitted to arbitration for final award in accordance with the rules that are stipulated or mentioned in the contract of guarantee or reinsurance.
Chapter X amendments article 59. Amendments introduced by the Council.
(a) this Convention and its annexes may be amended by the vote of three-fifths of the governors representing four fifths of the total number of voting rights; (((it is understood, however: i) that any amendment that modifies the right to withdraw from the Organization, as stipulated in article 51, or the limitation of liability set forth in section d) item 8, will require the affirmative vote of all the Governors, and ii) that any amendment that modifies the participation in losses system established in articles 1 and 3 of annex I to this Convention that produces an increase in the obligation of any member in under this system, will require the affirmative vote of the Governor of the Member in question.
(b) appendices A and B of this agreement may be amended by the Council by special majority.
(c) If an amendment affects any provision of the annex I to this agreement, the total number of votes will include additional votes assigned under article 7th of that annex to the sponsors members and sponsored investment-receiving countries.
Article 60. Procedure.
Any proposed amendment to this Convention, either give off of a member, or a Governor or a Director, will be communicated to the Chairman of the Board, who will submit it for consideration to this. If the Board recommends the proposed amendment, it is presented to the Council for approval, in accordance with article 59. When an amendment has been duly approved by the Council, the Agency shall keep it so in official communication addressed to all members. Amendments shall enter into force for all members 90 days after the date of the official communication, unless the Council specified a different date.
Chapter XI provisions article 61 end. Entry into force.
(a) this Convention shall be open for signature by all members of the Bank and Switzerland and will be subject to ratification, acceptance or approval by the signatory States in accordance with their constitutional procedures.
(b) this Convention shall enter into force on the date on which have been deposited not less than five instruments of ratification, acceptance or approval on behalf of the signatory of the category one, and no less than fifteen of these instruments on behalf of the signatory States of the category two; (it is understood, however, that the total number of subscriptions of these States should add no less than the third of the authorized capital of the Agency, as determined in article 5 c) for each State which deposits its instrument of ratification, acceptance or approval once this Convention has entered into force, the Convention shall enter into force on the date of such deposit.
(d) If this agreement has not entered into force two years after having been opened for signature, the President of the Bank shall convene a Conference of the countries concerned in order to determine the future course of action.
Article 62. Inaugural meeting.
When this Convention enters into force, the President of the Bank shall convene the inaugural meeting of the Council, which will be held at the headquarters of the agency within the sixty days following the date when this Convention shall have come into force or as soon as possible after that date.
Article 63. Depositary.
The instruments of ratification, acceptance or approval of this Convention and of the amendments shall be deposited with the Bank, which shall act as depositary of this Convention. The depositary will send copies certificates of the Convention to Member States of the Bank and Switzerland.
Article 64. Registration.
This agreement be registered by the depositary in the Secretariat of the United Nations in accordance with article 102 of the Charter of the United Nations and the regulations adopted by the General Assembly.
Article 65. Notification.
The depositary shall notify all signatory States, and when it enters into force of this Convention, to the Agency with respect to the following: to) the signatures of this Convention.
(b) deposits of instruments of ratification, acceptance or approval, in accordance with article 63.
(c) the date on which this Convention enters into force in accordance with article 61.
(d) the exclusions from the territorial application in accordance with article 66.
(e) the removal of a member of the Agency in accordance with article 51.
Article 66. Territorial application.
This Convention shall apply to all the territories that are under the jurisdiction of a member, including the territories for whose international relations the Member is responsible, except those which are excluded by such member by a written notification addressed to the depositary of this Convention, either in the moment in which it takes place the ratification, acceptance or approval or subsequently.
Article 67. Regular check-ups.
to) the Council will conduct regular detailed reviews of the Agency's activities, as well as from! you results achieved with a view to making the required modifications to increase the body's ability to meet its objectives.
(b) the first of such reviews will take place five years after entry into force of this Convention. The Board shall determine the dates of subsequent revisions.
Done at Seoul, in a single copy which shall be deposited in the archives of the International Bank for reconstruction and development, which has indicated its conformity to the performance of the functions entrusted to you in this agreement with your signature at the foot of this instrument.
Annex I sponsored under article 24 Article 1 sponsorship investment guarantees.
(a) any Member may sponsor the guarantee of an investment that intends to carry out an investor of any nationality or investor of one or more nationalities.
((b) pursuant to the provisions of sections b)) and (c) of article 3 of this annex, each sponsor member will share with other sponsors members losses covered by warranties of sponsored investment, when such losses can not be covered by charges to the Trust Fund of sponsorship referred to in article 2 of this annex and where they can not be covered that way in the ratio between the maximum amount of the contingent liabilities sponsored by the sponsor member in question and the maximum amount of the contingent obligations under guarantees of investment sponsored by all members.
(c) in its decisions about the granting of guarantees under this chapter, the Agency will take duly into account the prospects that the sponsor member is able to comply with its obligations under this chapter and will give priority to investments that are co-sponsored by the recipient countries concerned.
d) the Agency shall periodically consult sponsors members with respect to its operations under this chapter.
Article 2nd sponsorship Trust Fund.
(a) premiums and other income attributable to guarantees of sponsored investment, including the investment of such premiums and income yields, will remain in a separate account to be called sponsorship Fund trustee.
(b) all administrative expenses and payments in respect of claims attributable to guarantees granted under this annex will be paid charged to the Trust Fund's sponsorship.
(c) the assets of the Trust Fund's sponsorship will be maintained and administered by joint sponsors members account and will remain separate and apart from the assets of the Agency.
Article 3rd sponsors members payment requirements.
((a) to the extent that an amount is payable by the body due to a loss covered by a sponsored warranty and can not pay is charged to the assets of the Trust Fund's sponsorship, the Agency will require each Member sponsor payment of the Fund's share of the mentioned amount, as determined in accordance with section b) of article 1 of this annex.
(b) no Member shall be required to pay amount any concept of a requirement in accordance with the provisions of this article if as a result the total payments made by that Member shall be exceeding the total amount of guarantees covering investments by it sponsored.
(c) at the time of expiry of a warranty that covers an investment sponsored by a member, the obligation of that Member will decrease by an amount equivalent to the amount of such security; the said requirement will also decrease as prorated after payment for a claim relating to a sponsored investment agency and otherwise, shall continue in force until the expiry of all warranties on sponsored investments existing at the time of such payment.
((d) If a sponsor member is not required in relation to an amount of a requirement in accordance with the provisions of this article because of the limitations contained in sections b)) and (c) above, or if a sponsor member will not repay a sum that must be pursuant to such request, the obligation to pay that sum will be shared as prorated by other members of the sponsors. (The responsibility of the members in accordance with this section shall be subject to the limitation set forth in sections b) and c) precedents.
(e) a payment of a sponsor member in accordance with a requirement under this article shall be made promptly and in currency of free use.
Article 4th assessment of coins and refunds.
The provisions on assessment of coins and refunds contained in this agreement on the purpose of capital subscriptions apply «mutatis mutandis» funds paid by members for sponsored investment account.
Article 5 reinsurance: to) the Agency, in accordance with the conditions stipulated in article 1 of this annex, may be granted reinsurance to a member, a unit of the same, to a regional body defined as such in the section to) of article 20 of this agreement, or to a private of a member insurer. The provisions of this chapter relating to guarantees and articles 20 and 21 of this Convention shall apply "mutatis mutandis" to reinsurance granted pursuant to this section.
b) the Agency may obtain reinsurance for investments guaranteed by it in accordance with this annex and will satisfy the reinsurance costs charged to the Trust Fund of sponsorship. The Board may decide if the obligation of sponsors Member's participation in losses mentioned in section b) article 1 of this annex, may be reduced on the basis of the obtained reinsurance coverage, and to what extent.
Article 6 principles of operation.
Without prejudice to the provisions of this annex, the provisions relating to the operations of warranty contained in chapter III of this Convention and those relating to the financial management contained in chapter IV of this Convention shall apply «mutatis mutandis» sponsored investment guarantees, except that i) such investments meet the sponsorship requirements if they are made by an investor or investors admissible pursuant to section a) item 1 of this (annex in the territories of any member and especially a developing member country, and ii) the body shall not be obligated with respect to its own assets on the basis of a guarantee or reinsurance granted pursuant to this annex and thus shall stipulate it expressly any contract of guarantee or reinsurance that is held in accordance with this annex.
Article 7th right to vote.
Regarding sponsored investment decisions, each sponsor member will have one additional vote for the equivalent to every 10,000 SDRS of the amount guaranteed or reasegurado on the basis of its sponsorship, and each Member sponsored an investment sponsor shall have one additional vote for the equivalent of every 10,000 SDRS of the amount guaranteed or reasegurado regarding any sponsored investment sponsored by it. Such additional votes will be issued only as sponsored investment decisions and will otherwise not be taken into account for the determination of the voting rights of the members.
Annex II annex on the settlement of disputes between a member and the Agency pursuant to article 57 Article 1 annex.
All included differences in the terms of article 57 of this agreement will be resolved in accordance with the procedure stipulated in this annex, except in cases in which the Agency has entered into an agreement with a member in accordance with section b), ii), article 57.
Article 2nd negotiation.
The parties to a dispute covered by the terms of this annex will seek to resolve such dispute by negotiation before resorting to conciliation or arbitration. Shall be considered exhausted negotiations if the parties fail to reach an agreement within a period of one hundred and twenty days from the date that was requested to start negotiations.
Article 3rd conciliation.
(a) if the difference is not resolved by negotiation, either party can submit the difference to arbitration in accordance with the provisions of article 4th of this annex, unless the parties, by mutual agreement, have decided to first recourse to the conciliation procedure provided for in this article.
(b) in the agreement to conciliate the controversial issue, the claims of the parties to the same shall be specified and, if available, the name of the conciliator agreed by the parties. In the absence of agreement on the conciliator, the parties may jointly request either to the Secretary general of the International Centre for settlement of investment disputes (hereinafter called ICSID), or to the President of the International Court of justice the appointment of a conciliator. It will be terminated the conciliation procedure if not has been named to the conciliator within ninety days after the agreement to resort to conciliation.
(c) unless otherwise provided in this annex or so agreed between the parties, the conciliator shall determine the rules that will govern the conciliation procedure and, in this respect, shall be guided by the conciliation rules adopted in accordance with the Convention on the settlement of investment disputes between States and nationals of other States.
(d) the Parties shall cooperate in good faith with the conciliator and, in particular, to provide all information and documentation that can offer you assistance in the performance of their duties; They shall take the most serious consideration to the recommendations of the conciliator.
(e) unless the parties agree otherwise, the conciliator, in a period that does not exceed one hundred and eighty days from the date of his appointment, shall submit a report that recorded the results of their efforts and will be showcased the issues that motivate the difference between the parties as well as its proposal to resolve the parties.
(f) inside of the sixty days from the date of submission of the report, each Party expressed to the other party, in writing, their opinion on the report.
((((g) none of the parts of a conciliation procedure shall be entitled to recourse to arbitration unless: i) which the conciliator has not submitted its report within the period determined in section e), or ii) that the parties have not accepted any of the proposals contained in the report within sixty days after receiving it (((, or iii) that having exchanged opinions about the report, Parties not been able to reach a settlement on all controversial subjects, within sixty days after receipt of the report of the conciliator, or iv) that a party has not expressed its view about the report as stipulated in section f) above.
h) unless the parties agree otherwise, the conciliator's fees will be determined on the basis of the applicable rates to ICSID conciliation procedures. These fees and other costs of the conciliation procedure shall be borne by the parties in equal amounts. Each of the Parties shall bear their own costs.
Article 4th arbitration.
(a) arbitration proceedings is codified by means of a notice of the party seeking arbitration (the actor) addressed to the other party or parties to the dispute (the respondent). The notification shall specify the nature of the difference, the repair that is intended to and the name of the arbitrator appointed by the actor. Within thirty days after the date on which the notification is received, the respondent shall know the name of the arbitrator appointed by it to the actor. In a period of thirty days from the date of appointment of the second arbitrator, the two parties will select a third party, who will act as President of the arbitral Tribunal (the Tribunal).
(b) if the Court has not established within sixty days from the date of the notification, the arbitrator not appointed yet or the President not yet selected shall be appointed at the joint request of the parties by the Secretary-General of ICSID. In the absence of such a joint request, or if the Secretary General fails to make the appointment within thirty days of the request, either party may request the President of the International Court of Justice to make the appointment.
(c) neither party shall be entitled to change the arbitrator who has been appointed once it has begun the hearing. In the event that any arbitrator (including the President of the Tribunal) give up, dies or be incapacitated, it will appoint a successor in the same manner followed for the appointment of his predecessor, and each successor will have the same powers and duties of the referee that happen.
d) the Court shall first meet at the time and place determined by the Chairman. Subsequently, the Court shall determine the place and dates of meetings.
(e) unless stated otherwise in this annex or which the parties otherwise agree, the Court will determine its course of action and in this regard shall be guided by the arbitration rules adopted in accordance with the Convention on the settlement of investment disputes between States and nationals of other States.
(f) the Court shall judge of its own competence, except that, if an objection is raised before the Tribunal in the sense that the difference corresponds to the jurisdiction of the Board or of the Council pursuant to article 56 or to the jurisdiction of a court or arbitration body designated in the agreement under article 1 of this annex and the Court recognized that the objection is legitimate the objection will be sent by the Court to the Board or to the Council or to the body designated, as the case may be, and the arbitration proceedings shall be suspended until it has reached a decision on the matter, which will be obligatory for the Court.
(g) in any dispute within the scope of this annex, the Court shall apply the provisions of this Convention, those of any relevant agreement between the parties to the dispute, the statutes and regulations of the Agency, applicable rules of international law and the domestic law of the Member concerned and the applicable provisions of the investment contract If any. Without prejudice to the provisions of this Convention, the Court may decide «ex aequo et bono» difference if the Agency and the Member concerned so agree it. The Court will not give a verdict of 'non liquet» based on the silence or obscurity of the law.
(h) the Court will give all parties a fair hearing. All decisions of the Court shall be taken by majority vote and announce the reasons on which they are based. The decision of the Tribunal will be in writing and shall be signed at least by two referees and a copy will be sent to each party. The award shall be final and binding on the parties and shall not be subject to appeal or annulment or amendment.
(i) If a difference between the parties with regard to the meaning or scope of an award within sixty days after the award is issued either of them can ask interpretation of the request in writing to the President of the Court which handed down the award. If possible, the President shall submit the application to the Court which handed down the award and will convene the Court within sixty days of the receipt of the request. If this is not possible, shall constitute a new Court in accordance with the provisions of sections to) d) earlier. The Court may suspend the enforcement of the award until it adopts a decision on the requested interpretation.
(j) any Member will recognize how mandatory and enforceable within their territories an award issued in accordance with this article, as is if you were final judgment of a Court of that Member. The enforcement of the award shall be governed by the laws concerning the execution of judgments that are in force in the stay in whose territories such execution is sought and not means how repeal of the law relating to immunity implementation.
(k) unless the parties agree otherwise, the fees and royalties that are payable to the arbitrators shall be determined on the basis of the rates that apply to the ICSID arbitrations. Each Party shall bear its own costs relating to the arbitration proceedings. The coasts of the Court shall be borne by the parties in proportion equal, unless the Court decides otherwise. Any issue concerning the division of costs of the Tribunal or the procedure for payment of these costs will be decided by the Court.
Article 5 notifications.
Notifications concerning any action carried out under this annex shall be made in writing. The organism to the authority designated by the Member concerned in accordance with article 38 of the Convention will be made and that Member will be made at the main office of the Agency.
Appendix A: members and subscriptions category one country number of shares subscription (millions of SDRS) Germany, Federal Republic 5.071 50,71 Australia
1,713 17.13 Austria 775 7.75 Belgium 2.030 20.30 29,65 2,965 Canada Denmark 718 7.18 United States of America 20.519 205,19 Finland 600 6.00 48,60 4,860 France Ireland 369 3.69 0.90 90 Iceland Italy 2,820 28.20 Japan 5.095 50,95 Luxembourg 1.16 116 Norway
699 6.99 New Zealand 513 5,13 Netherlands 2,169 21.69 United Kingdom 4.860 48,60 South Africa 943 9,43 Sweden 1,049 10,49 Switzerland 1,500 15.00 Total 59.473 594,73 two category * country number of shares subscription (millions of SDRS) 1.18 118 Afghanistan Antigua and Barbuda 50 0.50 Saudi Arabia 3,137 31,37 Algeria
0.74 74 Burundi Cape Verde 50 0.50 Cameroon 107 1.07 Colombia 437 4.37 Comoros 50 0.50 Conga, Federal Republic of 65 0.65-Korea, Republic of 449 4.49 176 Ivory Coast 1.76 1.17 117 Costa Rica 0.60 60 Chad Chile 485 4.85 Chinese 3.138 31,38 Cyprus 104 1.04 Djibou ti
Egipto, República Árabe de
Emiratos Árabes Unidos
50 0.50 2.80 280 Greece Guatemala 140 1.40 Guinea 91 0.91 0.50 50 Guinea-Bissau Equatorial Guinea 50 0.50 84 Guyana 0.84 0.75 75 Haiti Honduras 101 1.01 Hungary 564 5.64 India 3,048 30.48 Indonesia 1,049 10,49 Iran, Islamic Republic of the 1.659 16,59 Iraq 350
3.50 50 Solomon Islands 0.50 4.74 474 Israel 549 Libya Arab Jamahiriya 5,49 1.81 181 Jamaica Jordan 97 0.97 0.93 93 Democratic Kampuchea Kenya 172 1.72 9,30 930 Kuwait 0.50 50 Lesotho Lebanon 142 1.42 0.84 84 Liberia Madagascar 100 1.00 5.79 579 Malaysia
0, 94 6,60 660 Pakistan 1.31 131 Panama Papua New Guinea 96 0.96 0.80 80 Paraguay Peru 373 3.82 3.73 382 Portugal Qatar 137 1.37 1.68 168 Syria Arab Republic 0.60 60 Central African Republic Democratic Republic Lao 60 0.60 1.47 147 Dominican Republic Romania 555 5.55 Rwanda 75
0.75 0.50 50 Western Samoa Saint Kitts and Nevis 50 0.50 San 0.50 50 Vicente Santa Lucia 50 0.50 Holy took and 0.50 50 Prince Senegal 145 1.45 0.50 50 Seychelles Sierra Leone 75 0.75 Singapore 154 1.54 0.78 78 Somalia Sri Lanka 271 2.71 2.06 206 Sudan Suriname 82
Trinidad y Tobago
Yemen. Arab Republic of the 67 0.67 Yemen, people's Democratic Republic of 115 1.15 6.35 635 Yugoslavia Zaire 338 3.38 3.18 318 Zambia Zimbabwe 236 2.36 40.527 405,27 Total 100,000 1,000.00 * for the purposes of this agreement, the countries category two are Member developing countries.
(B) election of Directors Appendix 1. The candidates for the post of Director shall be nominated by Governors, provided that a Governor may propose only one person.
2. the election of Directors shall be by vote of the Governors.
3 vote for directors, each Governor will issue for a candidate all the votes that the Member he represents has right to issue under the section to) article 46.
4. a quarter of the number of Directors will be elected separately, one each of the governors representing members having the largest number of shares. If the total number of Directors is not divisible by four, the number of directors who have chosen that way will be the fourth part of the immediately lower number that is divisible by four.
5. the remaining directors shall be elected by the other Governors in accordance with the provisions of paragraphs 6 to 11 of this appendix.
6. If the number of candidates nominated is equal to the number of directors who fails for choosing, all candidates chosen on the first ballot, with the exception that a candidate or candidates who have received less than the minimum percentage of the total of the votes determined by the Board for such election shall be not elected if any candidate had received more than the maximum percentage of the total of the votes determined by the Council.
7. If the number of candidates nominated exceeds the number of Directors missing by choice, will be elected the candidates who receive the greatest number of votes, with the exception of any candidate who received less than the minimum percentage of the total of the votes determined by the Council.
8. If all of the remaining directors is not chosen on the first ballot, a second ballot will be held. The candidate or candidates not elected on the first ballot will be candidates who are eligible for the election again.
9 in the second vote, vote only i) governors who voted in the first for a candidate not elected, and ii) governors who voted in the first by an elected candidate who has already received the maximum percentage of the total of the votes determined by the Council before taking into account the votes of these Governors.
10. to determine when a chosen candidate has received more than the maximum percentage of the votes, the votes of the Governor issued the higher amount of votes for that candidate will be counted first, then will be those of the Governor issued the number immediately lower and so on until reaching the mentioned percentage.
11. If all directors who are absent must not have elected after the second ballot, there will be other votes following the same principles until all the directors who are absent are elected, unless when only is a Director for choosing, this Director may be elected by a simple majority of the remaining votes shall be deemed elected by the totality of those votes.