The Swiss Federal Council and the Government of the Republic of Madagascar

Wishing to intensify economic cooperation in the mutual interest of the two States,

With the intention of creating and maintaining favourable conditions for the investments of investors of a Contracting Party in the territory of the other Contracting Party,

Recognising the need to encourage and protect foreign investment in order to stimulate the flow of capital and technology, thereby promoting the economic prosperity of both states,

Convinced that these objectives can be achieved without lowering the standards of general application for health, safety and the environment,

Agreed to the following:

For the purposes of this Agreement:

(1) The term "investment" refers to all categories of assets and includes, in particular, but not exclusively:

(a)

The ownership of movable and immovable property, as well as all other real rights, such as easements, land charges, real estate and movable property, usufruits and all similar rights;

(b)

Shares, shares and other forms of participation in corporations;

(c)

Monetary claims and entitlements to any economic benefit;

(d)

Copyright, industrial property rights (such as patents for invention, utility models, industrial designs, trademarks, service marks, trade names, indications of source), Know-how and clients;

(e)

Concessions under public law, including concessions for prospecting, extraction or exploitation of natural resources, as well as any other right conferred by law, by contract or by decision of the authority under the law.

Any change in the investment form of the assets shall not affect their investment qualification, provided that such modification is not contrary to the given approval, if any, in respect of the assets originally invested.

(2) The term "investor" means, in respect of each Contracting Party:

(a)

Natural persons who, in accordance with the law of that Contracting Party, are considered to be nationals of the Contracting Party;

(b)

Legal entities, including corporations, registered companies, partnerships and other organizations, which are incorporated or otherwise organized in accordance with the legislation of that Contracting Party and which Carry out real economic activities in the territory of the same Contracting Party.

(3) The term "income" refers to amounts derived from an investment and includes, in particular, but not exclusively, profits, interest, capital gains, dividends, royalties and remuneration.

(4) The term "territory" includes the maritime area of the Contracting Party concerned, hereinafter defined as the economic zone and the continental shelf which extends beyond the territorial waters of the Contracting Party concerned and On which it has, in accordance with international law, sovereign rights or a court.

This Agreement shall apply to investments made in the territory of a Contracting Party in accordance with its laws and regulations, which are held or controlled, directly or indirectly, by investors of the other Party Contractante. It shall apply to such investments made before or after its entry into force, but shall not apply to disputes arising before that date.

(1) Each Contracting Party shall encourage, as far as possible, the investments of investors of the other Contracting Party in its territory, including through the exchange of information between the Contracting Parties on opportunities Investment, and will admit these investments in accordance with its laws and regulations.

(2) When a Contracting Party has admitted an investment in its territory, each Contracting Party shall issue, in accordance with its laws and regulations, all necessary permits and authorizations in connection with that investment, including those required For the execution of license agreements, technical, commercial or administrative assistance, and for the activities of the executives and specialists chosen by the investor.

(3) Each Contracting Party shall publish promptly or otherwise publicly make available its laws, regulations, procedures and administrative decisions of general application, as well as international agreements, which may affect Investment by investors of the other Contracting Party.

(1) Each Contracting Party shall accord to investments in its territory by investors of the other Contracting Party a fair and equitable treatment, as well as comprehensive and consistent protection and security. No Contracting Party shall in any way impede, through unjustified or discriminatory measures, the operation, management, maintenance, use, enjoyment, enhancement or alienation of such investments.

(2) Nothing in this Agreement shall be construed to prevent a Contracting Party from taking any measure that otherwise complies with this Agreement for the public interest, such as measures relating to health, safety or security, or To the environment.

(1) Each Contracting Party shall accord in its territory to the investments of investors of the other Contracting Party treatment no less favourable than that it accords to the investments of its own investors or Investment by investors of any third country, the most favourable treatment to the investor in question being decisive.

(2) Each Contracting Party shall accord to investors of the other Contracting Party, in respect of the operation, management, maintenance, use, enjoyment or disposition of their investments, treatment no less Which it grants to its own investors or to investors of any third country, the most favourable treatment to the investor in question being decisive.

(3) If a Contracting Party gives special advantages to investors of a third country under an agreement establishing a free trade area, a customs union or a common market, or under an agreement to avoid double standards Tax, it will not be required to grant such benefits to investors of the other Contracting Party.

(1) Each Contracting Party shall accord to investors of the other Contracting Party the transfer without restriction or delay, in a freely convertible currency, of amounts relating to their investments, in particular, but not Exclusively:

(a)

Income;

(b)

Amounts related to contractual obligations, including loan contracts;

(c)

Amounts intended to cover investment management costs;

(d)

Salaries and other remuneration of staff engaged abroad in connection with the investment;

(e)

Initial capital and additional capital needed to maintain or develop the investment;

(f)

Proceeds from the partial or total sale or liquidation of the investment, including any capital gains;

(g)

Payments under s. 7 and 8 of this Agreement.

(2) Unless otherwise agreed with the investor, the transfer shall take place at the exchange rate applicable on the date of the transfer in accordance with the rules of exchange in force of the Contracting Party on the territory of which The investment was made.

(3) A transfer shall be deemed to have been made "without delay" when it has been carried out in a period considered normal for the completion of the transfer formalities. The said period will begin on the day of submission of the transfer request and will not exceed three months in any case.

(1) No Contracting Party shall, directly or indirectly, take measures of expropriation, nationalization or any other measure having the same character or equivalent effect against the investments of investors of the other Contracting Party, if it is not for reasons of public interest and provided that such measures are not discriminatory, comply with the legal requirements and give rise to the payment of adequate compensation; Effective. The compensation will be the market value of the expropriated investment immediately before the expropriation decision is announced or is known to the public, with the first of these events determining. The amount of the allowance will be paid in a freely convertible currency and paid without undue delay to the eligible person, regardless of residence or residence.

(2) The investor concerned by the expropriation shall have the right, in accordance with the law of the Contracting Party which expropriates, to have a prompt examination carried out by a judicial authority or other independent authority of that Contracting Party, of its And the estimation of its investment in accordance with the principles set out in this Article.

(3) If a Contracting Party expropriates the assets of a registered or incorporated company in accordance with the law in force on any part of its territory, and in which investors of the other Contracting Party possess Shall, to the extent necessary and in accordance with its legislation, ensure that the compensation referred to in par. (1) of this section be paid to such investors.

Investors of a Contracting Party whose investments have suffered losses due to war or any other armed conflict, revolution, state of emergency, insurrection, civil unrest or other similar events in the territory The other Contracting Party will benefit, on the part of the other Contracting Party, from a treatment in accordance with Art. 5 of this Agreement in respect of restitution, compensation, compensation or any other settlement.

Each Contracting Party shall comply with any other obligation that it has subscribed to in respect of a specific investment by an investor of the other Contracting Party, and to which the investor could rely in good faith on the By acquiring or increasing an investment.

If provisions of the law of a Contracting Party or rules of international law accord to the investments of investors of the other Contracting Party more favourable treatment than is provided for in this Agreement, They will prevail over the latter to the extent that they are more favourable.

If a Contracting Party or an organisation designated by it has made a payment under a financial guarantee against non-commercial risks concerning an investment by one of its investors in the territory of the other Party The latter shall recognise the rights of the first Contracting Party on the basis of the principle of subrogation in the rights of the investor.

(1) In order to find a solution to disputes relating to investments between a Contracting Party and an investor of the other Contracting Party, and without prejudice to art. 13 of this Agreement (Disputes between the Contracting Parties), consultations shall take place between the parties concerned.

(2) If such consultations do not provide a solution within six months of the written request for such consultations, the investor may submit the dispute to the judicial or administrative courts of the Contracting Party on the Territory of which the investment was made, or to international arbitration. In the latter case, the investor will have the choice of:

(a)

The International Centre for the Settlement of Investment Disputes (ICSID), established by the Convention for the Settlement of Investment Disputes between States and Nationals of Other States ¹ Opened for signature in Washington on 18 March 1965 (hereinafter the "Washington Convention"); and

(b)

A arbitral tribunal Ad hoc Which, unless otherwise provided by the parties to the dispute, shall be constituted in accordance with the Arbitration Rules of the United Nations Commission on International Trade Law (UNCITRAL).

(3) Each Contracting Party shall give its consent to the submission to international arbitration of any dispute relating to an investment.

(4) A company which has been registered or incorporated in accordance with the laws in force in the territory of a Contracting Party and which, before the birth of the dispute, was controlled by investors of the other Contracting Party, shall be In the sense of s. 25 (2) (b) of the Washington Convention, as a corporation of the other Contracting Party.

(5) The Contracting Party which is a party to the dispute shall not, at any time in the proceedings, plead its immunity or the fact that the investor has received, under an insurance contract, compensation for all or part of the damage suffered.

(6) No Contracting Party shall pursue through diplomatic channels a dispute submitted to international arbitration, unless the other Contracting Party does not comply with the arbitral award.

(7) The arbitral award shall be final and binding on the parties to the dispute; it shall be executed without delay in accordance with the law of the Contracting Party concerned.

(1) Disputes between the Contracting Parties relating to the interpretation or application of the provisions of this Agreement shall, if possible, be settled by diplomatic means.

(2) If the two Contracting Parties fail to reach a settlement within six months from the time the dispute was raised by either Contracting Party, the Contracting Party shall be submitted, at the request of either Party Contractante, to a three-member arbitral tribunal. Each Contracting Party shall appoint an arbitrator, and the two arbitrators so appointed shall appoint a Chairman, who shall be a national of a third State.

(3) If one of the Contracting Parties has not appointed its arbitrator and has not acted upon the invitation of the other Contracting Party to do so within two months of the appointment, the arbitrator shall be appointed, at the request of the other Contracting Party Contracting Party, by the President of the International Court of Justice.

(4) If the two arbitrators cannot agree on the choice of the President within two months after their appointment, the President shall be appointed, at the request of either Contracting Party, by the President of the International Court of Justice.

(5) If, in the cases referred to in s. (3) and (4) of this Article, the President of the International Court of Justice shall be prevented from performing that function or if he is a national of one of the Contracting Parties, the appointments shall be made by the Vice-President and, if the latter is Or if he is a national of one of the Contracting Parties, they shall be prevented by the oldest member of the Court who is not a national of any of the Contracting Parties.

(6) Unless otherwise provided by the Contracting Parties, the court shall determine its own rules of procedure. Each Contracting Party shall bear the costs of its member of the court and its representation in the arbitration proceedings. The costs of the President and the remaining costs shall be borne equally by the Contracting Parties, unless the arbitral tribunal decides otherwise.

(7) The decisions of the court shall be final and binding on each Contracting Party.

(1) This Agreement shall enter into force on the day on which the two Governments have notified each other that the legal formalities required for the entry into force of international agreements have been completed; it shall remain valid for a period of ten years. If it is not denounced in writing with six months' notice before the expiry of that period, it will be considered renewed under the same conditions for a period of two years, and so on.

(2) In the case of denunciation, the provisions of s. 1 to 13 of this Agreement shall continue to apply for a further period of ten years to investments made before it expires.

(3) This Agreement replaces s. 7 ("Investment Protection") and 8 ("Arbitration Clause for the Protection of Investments") of the Agreement on Trade, Investment Protection and Technical Cooperation of 17 March 1964 between the Swiss Confederation and the Republic Of Madagascar ¹ .

In witness whereof , the undersigned, duly authorized by their respective Governments, have signed this Agreement.

Done at Antananarivo, November 19, 2008, in two originals in French.