Din il-liġi tippermetti lil Malta biex tissieħeb fl-Aġenzija Multilaterali tal-Garanzija tal-Investiment u tistabbilixxi d-dispożizzjonijiet finanzjarji u legali meħtieġa għal dan is-sħubija.
the Multilateral Investment Guarantee Agency. (10th October, 1989)* Enacted by ACT XXX
1989 .
the Agency as approved by the Board
Governors
the International Bank for Reconstruction and Development on the 11th October, 1985, and signed by Malta in Washington D.C. on the 16th September, 1986, as set out in the Schedule to this Act, and for the purposes
sections 4 and 6
this Act, as from time to time amended; "Minister" means the Minister responsible for finance. 3. In virtue
this Act, and in compliance with the provisions
the Ratification
Treaties Act, the Government
Malta is hereby authorised to accede to the Convention. 4.
the Consolidated Fund, on the warrant
the Minister, all sums required for the purpose
making all payments required to be made from time to time under the provisions
the Convention.
Malta (as the depository for the Government
Malta for the purposes
the Convention) to create and issue, to the Agency non-interest bearing and non-negotiable notes or other obligations as are provided for by Article 7(i)
the Convention, and the sums payable under such notes or obligations so created and issued shall be a charge on the Consolidated Fund: Provided that where the Minister has directed the Central Bank
Malta to create and issue notes or other obligations as aforesaid, the Minister shall also undertake to repay to the Central Bank
Malta such amount or amounts
notes or other obligations as may be called for payment by the Agency, such repayments to be made as soon as possible and in no case later than a month after the date
payment to the Agency; and in respect
any such payment all repayments due as aforesaid shall be a charge on the Consolidated Fund and the sums required for such repayments are hereby appropriated for that purpose. *See Government Notice No. 577
10th October, 1989. Authorisation for acceding to the Convention. Financial provisions relating to membership. MULTILATERAL INVESTMENT GUARANTEE AGENCY
Malta, or by the C e n t r a l B a n k o f M a l t a , f r o m t h e Ag e n c y o n a c c o u n t o f i t s subscription to the capital stock thereof shall be paid into the Consolidated Fund. Certain provisions
the Convention given force
law in Malta. 5. The provisions
(b) and Articles 44 to 48 inclusive
the Convention shall have the force
law in Malta, so however, that nothing in Article 47
the Convention shall be construed: (i) as entitling the Agency to import goods free
customs duty without any restriction on their subsequent sale in Malta; (ii) as conferring on the Agency any exemption from taxes and duties which form part
the prices
goods acquired by the Agency in Malta; or (iii) as conferring on the Agency any exemption from taxes or duties which are in fact no more than charges for services rendered. Power
Minister to make orders. Language
Schedule. 6. The Minister may by order make such provisions as are necessary for carrying into effect any
the provisions
the Convention. 7. The Schedule to this Act shall be in the English language only, and such text shall apply also to the Maltese text
the Act. MULTILATERAL INVESTMENT GUARANTEE AGENCY SCHEDULE [Section 2] CONVENTION ESTABLISHING THE MULTILATERAL INVESTMENT GUARANTEE AGENCY PREAMBLE The Contracting States Considering the need to strengthen international cooperation for economic development and to foster the contribution to such development
foreign investment in general and private foreign investment in particular; Recognizing that the flow
foreign investment to developing countries would be facilitated and further encouraged by alleviating concerns related to non-commercial risks; Desiring to enhance the flow to developing countries
capital and technology for productive purposes under conditions consistent with their development needs, policies and objectives, on the basis
fair and stable standards for the treatment
foreign investment; Convinced that the Multilateral Investment Guarantee Agency can play an important role in the encouragement
foreign investment complementing national and regional investment guarantee programs and private insurers
non-commercial risk; and Realizing that such Agency should, to the extent possible, meet its obligations without resort to its callable capital and that such an objective would be served by continued improvement in investment conditions, Have Agreed as follows: CHAPTER I ESTABLISHMENT, STATUS, PURPOSES AND DEFINITIONS Article 1. Establishment and Status
the Agency (
movable and immovable property; and (iii) institute legal proceedings. Article 2. Objective and Purposes The objective
the Agency shall be to encourage the flow
investments for productive purposes among member countries, and in particular to developing member countries, thus supplementing the activities
the International Bank for Reconstruction and Development (hereinafter referred to as the Bank), the International Finance Corporation and other international development finance institutions. MULTILATERAL INVESTMENT GUARANTEE AGENCY To serve its objective, the Agency shall: (a) issue guarantees, including coinsurance and reinsurance, against noncommercial risks in respect
investments in a member country which flow from other member countries; (b) carry out appropriate complementary activities to promote the flow
investments to and among developing member countries; and (c) exercise such other incidental powers as shall be necessary or desirable in the furtherance
its objective. The Agency shall be guided in all its decisions by the provisions
this Article. Article 3. Definitions For the purposes
this Convention: (
a member in whose territories, as defined in Article 66, an investment which has been guaranteed or reinsured, or is considered for guarantee or reinsurance, by the Agency is to be located. (c) A "developing member country" means a member which is listed as such in Schedule A hereto as this Schedule may be amended from time to time by the Council
Governors referred to in Article 30 (hereinafter called the Council). (d) A "special majority" means an affirmative vote
not less than two-thirds
the total voting power representing not less than fifty-five percent
the subscribed shares
the capital stock
the Agency. (
Directors referred to in Article 30 (hereinafter called the Board) may designate for the purposes
this Convention after consultation with the International Monetary Fund and with the approval
the country
such currency. CHAPTER II MEMBERSHIP AND CAPITAL Article 4. Membership (a) Membership in the Agency shall be open to all members
the Bank and to Switzerland. (
the Agency shall be one billion Special Drawing Rights (SDR 1,000,000,000). The capital stock shall be divided into 100,000 shares having a par value
SDR 10,000 each, which shall be available for subscription by members. All payment obligations
members with respect to MULTILATERAL INVESTMENT GUARANTEE AGENCY capital stock shall be settled on the basis
the average value
the SDR in terms
United States dollars for the period January 1, 1981 to June 30, 1985, such value being 1.082 United States dollars per SDR. (b) The capital stock shall increase on the admission
a new member to the extent that the then authorized shares are insufficient to provide the shares to be subscribed by such member pursuant to Article 6. (c) The Council, by special majority, may at any time increase the capital stock
the Agency. Article 6. Subscription
Shares Each original member
the Agency shall subscribe at par to the number
shares
capital stock set forth opposite its name in Schedule A hereto. Each other member shall subscribe to such number
shares
capital stock on such terms and conditions as may be determined by the Council, but in no event at an issue price
less than par. No member shall subscribe to less than fifty shares. The Council may prescribe rules by which members may subscribe to additional shares
the authorized capital stock. Article 7. Division and Calls
Subscribed Capital The initial subscription
each member shall be paid as follows: (i) Within ninety days from the date on which this Convention enters into force with respect to such member, ten percent
the price
each share shall be paid in cash as stipulated in Section (a)
and an additional ten percent in the form
non-negotiable, non-interestbearing promissory notes or similar obligations to be encashed pursuant to a decision
the Board in order to meet the Agency’s obligations. (ii) The remainder shall be subject to call by the Agency when required to meet its obligations. Article 8. Payment
Subscription
Shares (a) Payments
subscriptions shall be made in freely usable currencies except that payments by developing member countries may be made in their own currencies up to twenty-five percent
the paid-in cash portion
their subscriptions payable under Article 7 (i). (b) Calls on any portion
unpaid subscriptions shall be uniform on all shares. (
the issue price. Article 9. Valuation
Currencies Whenever it shall be necessary for the purposes
this Convention to determine the value
one currency in terms
another, such value shall be as reasonably determined by the Agency, after consultation with the International Monetary Fund. Article 10. MULTILATERAL INVESTMENT GUARANTEE AGENCY Refunds (
a default in payment by a member and thereafter such member shall have made good such default in whole or in part; or (iii) the Council, by special majority, determines that the financial position
the Agency permits all or part
such amounts to be returned out
the Agency’s revenues. (b) Any refund effected under this Article to a member shall be made in freely usable currency in the proportion
the payments made by that member to the total amount paid pursuant to calls made prior to such refund. (c) The equivalent
amounts refunded under this Article to a member shall become part
the callable capital obligations
the member under Article 7 (ii). CHAPTER III OPERATIONS Article 11. Covered Risks (a) Subject to the provisions
Sections (
the following types
risk: (i) Currency Transfer any introduction attributable to the host government
restrictions on the transfer outside the host country
its currency into a freely usable currency or another currency acceptable to the holder
the guarantee, including a failure
the host government to act within a reasonable period
time on an application by such holder for such transfer; (ii) Expropriation and Similar Measures any legislative action or administrative action or omission attributable to the host government which has the effect
depriving the holder
a guarantee
his ownership or control
, or a substantial benefit from, his investment, with the exception
non-discriminatory measures
general application which governments normally take for the purpose
regulating economic activity in their territories; (iii) Breach
Contract any repudiation or breach by the host government
a contract with the holder
a guarantee, when (a) the holder
a guarantee does not have recourse to a judicial or arbitral forum to determine the claim
repudiation or breach, or (b) a decision by such forum is not rendered within such reasonable period
time as MULTILATERAL INVESTMENT GUARANTEE AGENCY (iv) shall be prescribed in the contracts
guarantee pursuant to the Agency’s regulations, or (c) such a decision cannot be enforced; and War and Civil Disturbance any military action or civil disturbance in any territory
the host country to which this Convention shall be applicable as provided in Article 66. (b) Upon the joint application
the investor and the host country, the Board, by special majority, may approve the extension
coverage under this Article to specific non-commercial risks other than those referred to in Section (a) above, but in no case to the risk
devaluation or depreciation
currency. (
the guarantee has agreed or for which he has been responsible; and (ii) any host government action or omission or any other event occurring before the conclusion
the contract
guarantee. Article 12. Eligible Investments (a) Eligible investments shall include equity interests, including medium- or long-term loans made or guaranteed by holders
equity in the enterprise concerned, and such forms
direct investment as may be determined by the Board. (b) The Board, by special majority, may extend eligibility to any other mediumor long-term form
investment, except that loans other than those mentioned in Section (
which begins subsequent to the registration
the application for the guarantee by the Agency. Such investments may include: (i) any transfer
foreign exchange made to modernize, expand, or develop an existing investment; and (ii) the use
earnings from existing investments which could otherwise be transferred outside the host country. (
the investment and its contribution to the development
the host country; (ii) compliance
the investment with the host country’s laws and regulations; (iii) consistency
the investment with the declared development objectives and priorities
the host country; and (iv) the investment conditions in the host country, including the availability
fair and equitable treatment and legal protection for the investment. Article 13. Eligible Investors (
a member other than the host MULTILATERAL INVESTMENT GUARANTEE AGENCY country; (ii) such juridical person is incorporated and has its principal place
business in a member or the majority
its capital is owned by a member or members or nationals thereof, provided that such member is not the host country in any
the above cases; and (iii) such juridical person, whether or not it is privately owned, operates on a commercial basis. (b) In case the investor has more than one nationality, for the purposes
Section (a) above the nationality
a member shall prevail over the nationality
a non-member, and the nationality
the host country shall prevail over the nationality
any other member. (c) Upon the joint application
the investor and the host country, the Board, by special majority, may extend eligibility to a natural person who is a national
the host country or a juridical person which is incorporated in the host country or the majority
whose capital is owned by its nationals, provided that the assets invested are transferred from outside the host country. Article 14. Eligible Host Countries Investments shall be guaranteed under this Chapter only if they are to be made in the territory
a developing member country. Article 15. Host Country Approval The Agency shall not conclude any contract
guarantee before the host government has approved the issuance
the guarantee by the Agency against the risks designated for cover. Article 16. Terms and Conditions The terms and conditions
each contract
guarantee shall be determined by the Agency subject to such rules and regulations as the Board shall issue, provided that the Agency shall not cover the total loss
the guaranteed investment. Contracts
guarantee shall be approved by the President under the direction
the Board. Article 17. Payment
Claims The President under the direction
the Board shall decide on the payment
claims to a holder
a guarantee in accordance with the contract
guarantee and such policies as the Board may adopt. Contracts
guarantee shall require holders
guarantees to seek, before a payment is made by the Agency, such administrative remedies as may be appropriate under the circumstances, provided that they are readily available to them under the laws
the host country. Such contracts may require the lapse
certain reasonable periods between the occurrence
events giving rise to claims and payments
claims. Article 18. Subrogation (a) Upon paying or agreeing to pay compensation to a holder
a guarantee, the Agency shall be subrogated to such rights or claims related to the guaranteed investment as the holder
a guarantee may have had against the host country and other obligors. The contract
guarantee shall provide the terms and conditions
such subrogation. MULTILATERAL INVESTMENT GUARANTEE AGENCY (b) The rights
the Agency pursuant to Section (
the host country acquired by the Agency as subrogee pursuant to Section (a) above shall be accorded, with respect to use and conversion, treatment by the host country as favourable as the treatment to which such funds would be entitled in the hands
the holder
the guarantee. In any case, such amounts may be used by the Agency for the payment
its administrative expenditures and other costs. The Agency shall also seek to enter into arrangements with host countries on other uses
such currencies to the extent that they are not freely usable. Article 19. Relationship to National and Regional Entities The Agency shall cooperate with, and seek to complement the operations
, national entities
members and regional entities the majority
whose capital is owned by members, which carry out activities similar to those
the Agency, with a view to maximizing both the efficiency
their respective services and their contribution to increased flows
foreign investment. To this end, the Agency may enter into arrangements with such entities on the details
such cooperation, including in particular the modalities
reinsurance and coinsurance. Article 20. Reinsurance
National and Regional Entities (a) The Agency may issue reinsurance in respect
a specific investment against a loss resulting from one or more
the non-commercial risks underwritten by a member or agency thereof or by a regional investment guarantee agency the majority
whose capital is owned by members. The Board, by special majority, shall from time to time prescribe maximum amounts
contingent liability which may be assumed by the Agency with respect to reinsurance contracts. In respect
specific investments which have been completed more than twelve months prior to receipt
the application for reinsurance by the Agency, the maximum amount shall initially be set at ten percent
the aggregate contingent liability
the Agency under this Chapter. The conditions
eligibility specified in Articles 11 to 14 shall apply to reinsurance operations, except that the reinsured investments need not be implemented subsequent to the application for reinsurance. (b) The mutual rights and obligations
the Agency and a reinsured member or agency shall be stated in contracts
reinsurance subject to such rules and regulations as the Board shall issue. The Board shall approve each contract for reinsurance covering an investment which has been made prior to receipt
the application for reinsurance by the Agency, with a view to minimizing risks, assuring that the Agency receives premiums commensurate with its risk, and assuring that the reinsured entity is appropriately committed toward promoting new investment in developing member countries. (c) The Agency shall, to the extent possible, assure that it or the reinsured entity shall have the rights
subrogation and arbitration equivalent to those the Agency would have if it were the primary guarantor. The terms and conditions
reinsurance shall require that administrative remedies are sought in accordance with Article 17 before a payment is made by the Agency. Subrogation shall be effective with respect to the host country concerned only after its approval
the reinsurance by the Agency. The Agency shall include in the contracts
reinsurance provisions requiring the reinsured to pursue with due diligence the rights or claims related to the reinsured investment. Article 21. MULTILATERAL INVESTMENT GUARANTEE AGENCY Cooperation with Private Insurers and with Reinsurers (a) The Agency may enter into arrangements with private insurers in member countries to enhance its own operations and encourage such insurers to provide coverage
non-commercial risks in developing member countries on conditions similar to those applied by the Agency. Such arrangements may include the provision
reinsurance by the Agency under the conditions and procedures specified in Article 20. (
Guarantee (a) Unless determined otherwise by the Council by special majority, the aggregate amount
contingent liabilities which may be assumed by the Agency under this Chapter shall not exceed one hundred and fifty percent
the amount
the Agency’s unimpaired subscribed capital and its reserves plus such portion
its reinsurance cover as the Board may determine. The Board shall from time to time review the risk profile
the Agency’s portfolio in the light
its experience with claims, degree
risk diversification, reinsurance cover and other relevant factors with a view to ascertaining whether changes in the maximum aggregate amount
contingent liabilities should be recommended to the Council. The maximum amount determined by the Council shall not under any circumstances exceed five times the amount
the Agency’s unimpaired subscribed capital, its reserves and such portion
its reinsurance cover as may be deemed appropriate. (b) Without prejudice to the general limit
guarantee referred to in Section (
contingent liability which may be assumed by the Agency under this Chapter for all guarantees issued to investors
such individual member. In determining such maximum amounts, the Board shall give due consideration to the share
the respective member in the capital
the Agency and the need to apply more liberal limitations in respect
investments originating in developing member countries; and (ii) maximum aggregate amounts
contingent liability which may be assumed by the Agency with respect to such risk diversification factors as individual projects, individual host countries and types
investment or risk. Article 23. Investment Promotion (a) The Agency shall carry out research, undertake activities to promote investment flows and disseminate information on investment opportunities in developing member countries, with a view to improving the environment for foreign investment flows to such countries. The Agency may, upon the request
a member, provide technical advice and assistance to improve the investment conditions in the territories
that member. In performing these activities, the Agency shall: (
investment to developing member countries; and (iii) coordinate with other agencies concerned with the promotion
foreign investment, and in particular the International Finance Corporation. (
disputes between investors and host countries; (ii) endeavour to conclude agreements with developing member countries, and in particular with prospective host countries, which will assure that the Agency, with respect to investment guaranteed by it, has treatment at least as favourable as that agreed by the member concerned for the most favoured investment guarantee agency or State in an agreement relating to investment, such agreements to be approved by special majority
the Board; and (iii) promote and facilitate the conclusion
agreements, among its members, on the promotion and protection
investments. (c) The Agency shall give particular attention in its promotional efforts to the importance
increasing the flow
investments among developing member countries. Article 24. Guarantees
Sponsored Investments In addition to the guarantee operations undertaken by the Agency under this Chapter, the Agency may guarantee investments under the sponsorship arrangements provided for in Annex I to this Convention. CHAPTER IV FINANCIAL PROVISIONS Article
premiums, fees and other charges, if any, applicable to each type
risk. Article 27. Allocation
Net Income (a) Without prejudice to the provisions
Section (a) (iii)
, the Agency shall allocate net income to reserves until such reserves reach five times the subscribed capital
the Agency. (b) After the reserves
the Agency have reached the level prescribed in Section (a) above, the Council shall decide whether, and to what extent, the Agency’s net income shall be allocated to reserves, be distributed to the Agency’s MULTILATERAL INVESTMENT GUARANTEE AGENCY members or be used otherwise. Any distribution
net income to the Agency’s members shall be made in proportion to the share
each member in the capital
the Agency in accordance with a decision
the Council acting by special majority. Article 28. Budget The President shall prepare an annual budget
revenues and expenditures
the Agency for approval by the Board. Article 29. Accounts The Agency shall publish an Annual Report which shall include statements
its accounts and
the accounts
the Sponsorship Trust Fund referred to in Annex I to this Convention, as audited by independent auditors. The Agency shall circulate to members at appropriate intervals a summary statement
its financial position and a profit and loss statement showing the results
its operations. CHAPTER V ORGANIZATION AND MANAGEMENT Article 30. Structure
the Agency The Agency shall have a Council
Governors, a Board
Directors, a President and staff to perform such duties as the Agency may determine. Article 31. The Council (a) All the powers
the Agency shall be vested in the Council, except such powers as are, by the terms
this Convention, specifically conferred upon another organ
the Agency. The Council may delegate to the Board the exercise
any
its powers, except the power to: (i) admit new members and determine the conditions
their admission; (
the aggregate amount
contingent liabilities pursuant to Section (a)
; (v) designate a member as a developing member country pursuant to Section (c)
; (vi) classify a new member as belonging to Category One or Category Two for voting purposes pursuant to Section (a)
or reclassify an existing member for the same purposes; (vii) determine the compensation
Directors and their Alternates; (viii) cease operations and liquidate the Agency; (
one Governor and one Alternate appointed by each member in such manner as it may determine. No Alternate may vote except in the absence
his principal. The Council shall select one
the Governors as Chairman. MULTILATERAL INVESTMENT GUARANTEE AGENCY (c) The Council shall hold an annual meeting and such other meetings as may be determined by the Council or called by the Board. The Board shall call a meeting
the Council whenever requested by five members or by members having twenty-five percent
the total voting power. Article 32. The Board (a) The Board shall be responsible for the general operations
the Agency and shall take, in the fulfilment
this responsibility, any action required or permitted under this Convention. (b) The Board shall consist
not less than twelve Directors. The number
Directors may be adjusted by the Council to take into account changes in membership. Each Director may appoint an Alternate with full power to act for him in case
the Director’s absence or inability to act. The President
the Bank shall be ex
ficio Chairman
the Board, but shall have no vote except a deciding vote in case
an equal division. (c) The Council shall determine the term
fice
the Directors. The first Board shall be constituted by the Council at its inaugural meeting. (d) The Board shall meet at the call
its Chairman acting on his own initiative or upon request
three Directors. (e) Until such time as the Council may decide that the Agency shall have a resident Board which functions in continuous session, the Directors and Alternates shall receive compensation only for the cost
attendance at the meetings
the Board and the discharge
other
ficial functions on behalf
the Agency. Upon the establishment
a Board in continuous session, the Directors and Alternates shall receive such remuneration as may be determined by the Council. Article 33. President and Staff (a) The President shall, under the general control
the Board, conduct the ordinary business
the Agency. He shall be responsible for the organization, appointment and dismissal
the staff. (b) The President shall be appointed by the Board on the nomination
its Chairman. The Council shall determine the salary and terms
the contract
service
the President. (c) In the discharge
their
fices, the President and the staff owe their duty entirely to the Agency and to no other authority. Each member
the Agency shall respect the international character
this duty and shall refrain from all attempts to influence the President or the staff in the discharge
their duties. (d) In appointing the staff, the President shall, subject to the paramount importance
securing the highest standards
efficiency and
technical competence, pay due regard to the importance
recruiting personnel on as wide a geographical basis as possible. (e) The President and staff shall maintain at all times the confidentiality
information obtained in carrying out the Agency’s operations. Article 34. Political Activity Prohibited The Agency, its President and staff shall not interfere in the political affairs
any member. Without prejudice to the right
the Agency to take into account all the circumstances surrounding an investment, they shall not be influenced in their MULTILATERAL INVESTMENT GUARANTEE AGENCY decisions by the political character
the member or members concerned. Considerations relevant to their decisions shall be weighed impartially in order to achieve the purposes stated in Article 2. Article 35. Relations with International Organizations The Agency shall, within the terms
this Convention, cooperate with the United Nations and with other inter-governmental organizations having specialized responsibilities in related fields, including in particular the Bank and the International Finance Corporation. Article 36. Location
Principal
fice (a) The principal
fice
the Agency shall be located in Washington, D.C., unless the Council, by special majority, decides to establish it in another location. (b) The Agency may establish other
fices as may be necessary for its work. Article 37. Depositories for Assets Each member shall designate its central bank as a depository in which the Agency may keep holdings
such member’s currency or other assets
the Agency or, if it has no central bank, it shall designate for such purpose such other institution as may be acceptable to the Agency. Article 38. Channel
Communication (a) Each member shall designate an appropriate authority with which the Agency may communicate in connection with any matter arising under this Convention. The Agency may rely on statements
such authority as being statements
the member. The Agency, upon the request
a member, shall consult with that member with respect to matters dealt with in Articles 19 to 21 and related to entities or insurers
that member. (b) Whenever the approval
any member is required before any act may be done by the Agency, approval shall be deemed to have been given unless the member presents an objection within such reasonable period as the Agency may fix in notifying the member
the proposed act. CHAPTER VI VOTING, ADJUSTMENTS
SUBSCRIPTIONS AND REPRESENTATION Article 39. Voting and Adjustments
Subscriptions (a) In order to provide for voting arrangements that reflect the equal interest in the Agency
the two Categories
States listed in Schedule A
this Convention, as well as the importance
each member’s financial participation, each member shall have 177 membership votes plus one subscription vote for each share
stock held by that member. (b) If at any time within three years after the entry into force
this Convention the aggregate sum
membership and subscription votes
members which belong to either
the two Categories
States listed in Schedule A
this Convention is less than forty percent
the total voting power, members from such a Category MULTILATERAL INVESTMENT GUARANTEE AGENCY shall have such number
supplementary votes as shall be necessary for the aggregate voting power
the Category to equal such a percentage
the total voting power. Such supplementary votes shall be distributed among the members
such Category in the proportion that the subscription votes
each bears to the aggregate
subscription votes
the Category. Such supplementary votes shall be subject to automatic adjustment to ensure that such percentage is maintained and shall be cancelled at the end
the above-mentioned three-year period. (c) During the third year following the entry into force
this Convention, the Council shall review the allocation
shares and shall be guided in its decision by the following principles: (i) the votes
members shall reflect actual subscriptions to the Agency’s capital and the membership votes as set out in Section (a)
this Article; (
this Article, all decisions
the Council and Board shall be taken by special majority, except that decisions requiring a higher majority under this Convention shall be taken by such higher majority. (e) In case the capital stock
the Agency is increased pursuant to Section (c)
, each member which so requests shall be authorized to subscribe a proportion
the increase equivalent to the proportion which its stock theretofore subscribed bears to the total capital stock
the Agency, but no member shall be obligated to subscribe any part
the increased capital. (f) The Council shall issue regulations regarding the making
additional subscriptions under Section (e)
this Article. Such regulations shall prescribe reasonable time limits for the submission by members
requests to make such subscriptions. Article 40. Voting in the Council (a) Each Governor shall be entitled to cast the votes
the member he represents. Except as otherwise specified in this Convention, decisions
the Council shall be taken by a majority
the votes cast. (b) A quorum for any meeting
the Council shall be constituted by a majority
the Governors exercising not less than two-thirds
the total voting power. (c) The Council may by regulation establish a procedure whereby the Board, when it deems such action to be in the best interests
the Agency, may request a decision
the Council on a specific question without calling a meeting
the Council. Article 41. (a) Election
Directors Directors shall be elected in accordance with Schedule B. (b) Directors shall continue in
fice until their successors are elected. If the
fice
a Director becomes vacant more than ninety days before the end
his MULTILATERAL INVESTMENT GUARANTEE AGENCY term, another Director shall be elected for the remainder
the term by the Governors who elected the former Director. A majority
the votes cast shall be required for election. While the
fice remains vacant, the Alternate
the former Director shall exercise his powers, except that
appointing an Alternate. Article 42. Voting in the Board (a) Each Director shall be entitled to cast the number
votes
the members whose votes counted towards his election. All the votes which a Director is entitled to cast shall be cast as a unit. Except as otherwise specified in this Convention, decisions
the Board shall be taken by a majority
the votes cast. (b) A quorum for a meeting
the Board shall be constituted by a majority
the Directors exercising not less than one-half
the total voting power. (c) The Board may by regulation establish a procedure whereby its Chairman, when he deems such action to be in the best interests
the Agency, may request a decision
the Board on a specific question without calling a meeting
the Board. CHAPTER VII PRIVILEGES AND IMMUNITIES Article 43. Purposes
Chapter To enable the Agency to fulfil its functions, the immunities and privileges set forth in this Chapter shall be accorded to the Agency in the territories
each member. Article 44. Legal Process Actions other than those within the scope
Articles 57 and 58 may be brought against the Agency only in a court
competent jurisdiction in the territories
a member in which the Agency has an
fice or has appointed an agent for the purpose
accepting service or notice
process. No such action against the Agency shall be brought (
personnel matters. The property and assets
the Agency shall, wherever located and by whomsoever held, be immune from all forms
seizure, attachment or execution before the delivery
the final judgment or award against the Agency. Article 45. Assets (a) The property and assets
the Agency, wherever located and by whomsoever held, shall be immune from search, requisition, confiscation, expropriation or any other form
seizure by executive or legislative action. (b) To the extent necessary to carry out its operations under this Convention, all property and assets
the Agency shall be free from restrictions, regulations, controls and moratoria
any nature; provided that property and assets acquired by the Agency as successor to or subrogee
a holder
a guarantee, a reinsured entity or an investor insured by a reinsured entity shall be free from applicable foreign exchange restrictions, regulations and controls in force in the territories
the member concerned to the extent that the holder, entity or investor to whom the Agency was subrogated was entitled to such treatment. (c) For purposes
this Chapter, the term "assets" shall include the assets
the MULTILATERAL INVESTMENT GUARANTEE AGENCY Sponsorship Trust Fund referred to in Annex I to this Convention and other assets administered by the Agency in furtherance
its objective. Article 46. (a) Archives and Communications The archives
the Agency shall be inviolable, wherever they may be. (b) The
ficial communications
the Agency shall be accorded by each member the same treatment that is accorded to the
ficial communications
the Bank. Article 47. Taxes (a) The Agency, its assets, property and income, and its operations and transactions authorized by this Convention, shall be immune from all taxes and customs duties. The Agency shall also be immune from liability for the collection or payment
any tax or duty. (b) Except in the case
local nationals, no tax shall be levied on or in respect
expense allowances paid by the Agency to Governors and their Alternates or on or in respect
salaries, expense allowances or other emoluments paid by the Agency to the Chairman
the Board, Directors, their Alternates, the President or staff
the Agency. (c) No taxation
any kind shall be levied on any investment guaranteed or reinsured by the Agency (including any earnings therefrom) or any insurance policies reinsured by the Agency (including any premiums and other revenues therefrom) by whomsoever held: (
any
fice or place
business maintained by the Agency. Article 48.
ficials
the Agency All Governors, Directors, Alternates, the President and staff
the Agency: (i) shall be immune from legal process with respect to acts performed by them in their
ficial capacity; (ii) not being local nationals, shall be accorded the same immunities from immigration restrictions, alien registration requirements and national service obligations, and the same facilities as regards exchange restrictions as are accorded by the members concerned to the representatives,
ficials and employees
comparable rank
other members; and (iii) shall be granted the same treatment in respect
travelling facilities as is accorded by the members concerned to representatives,
ficials and employees
comparable rank
other members. Article 49. Application
this Chapter Each member shall take such action as is necessary in its own territories for the purpose
making effective in terms
its own law the principles set forth in this Chapter and shall inform the Agency
the detailed action which it has taken. Article 50. Waiver MULTILATERAL INVESTMENT GUARANTEE AGENCY The immunities, exemptions and privileges provided in this Chapter are granted in the interests
the Agency and may be waived, to such extent and upon such conditions as the Agency may determine, in cases where such a waiver would not prejudice its interests. The Agency shall waive the immunity
any
its staff in cases where, in its opinion, the immunity would impede the course
justice and can be waived without prejudice to the interests
the Agency. CHAPTER VIII WITHDRAWAL, SUSPENSION
MEMBERSHIP AND CESSATION
OPERATIONS Article 51. Withdrawal Any member may, after the expiration
three years following the date upon which this Convention has entered into force with respect to such member, withdraw from the Agency at any time by giving notice in writing to the Agency at its principal
fice. The Agency shall notify the Bank, as depository
this Convention,
the receipt
such notice. Any withdrawal shall become effective ninety days following the date
the receipt
such notice by the Agency. A member may revoke such notice as long as it has not become effective. Article 52. Suspension
Membership (a) If a member fails to fulfil any
its obligations under this Convention, the Council may, by a majority
its members exercising a majority
the total voting power, suspend its membership. (b) While under suspension a member shall have no rights under this Convention, except for the right
withdrawal and other rights provided in this Chapter and Chapter IX, but shall remain subject to all its obligations. (c) For purposes
determining eligibility for a guarantee or reinsurance to be issued under Chapter III or Annex I to this Convention, a suspended member shall not be treated as a member
the Agency. (d) The suspended member shall automatically cease to be a member one year from the date
its suspension unless the Council decides to extend the period
suspension or to restore the member to good standing. Article 53. Rights and Duties
States Ceasing to be Members (a) When a State ceases to be a member, it shall remain liable for all its obligations, including its contingent obligations, under this Convention which shall have been in effect before the cessation
its membership. (
their respective claims and obligations. Any such arrangement shall be approved by the Board. Article 54. Suspension
Operations (a) The Board may, whenever it deems it justified, suspend the issuance
new guarantees for a specified period. (b) In an emergency, the Board may suspend all activities
the Agency for a period not exceeding the duration
such emergency, provided that necessary MULTILATERAL INVESTMENT GUARANTEE AGENCY arrangements shall be made for the protection
the interests
the Agency and
third parties. (c) The decision to suspend operations shall have no effect on the obligations
the members under this Convention or on the obligations
the Agency towards holders
a guarantee or reinsurance policy or towards third parties. Article 55. Liquidation (a) The Council, by special majority, may decide to cease operations and to liquidate the Agency. Thereupon the Agency shall forthwith cease all activities, except those incident to the orderly realization, conservation and preservation
assets and settlement
obligations. Until final settlement and distribution
assets, the Agency shall remain in existence and all rights and obligations
members under this Convention shall continue unimpaired. (b) No distribution
assets shall be made to members until all liabilities to holders
guarantees and other creditors shall have been discharged or provided for and until the Council shall have decided to make such distribution. (c) Subject to the foregoing, the Agency shall distribute its remaining assets to members in proportion to each member ’s share in the subscribed capital. The Agency shall also distribute any remaining assets
the Sponsorship Trust Fund referred to in Annex I to this Convention to sponsoring members in the proportion w h i c h t h e i n v e s t m e n t s s p o n s o r e d b y e a c h b e a r s t o t h e t o t a l o f sp o n s o r e d investments. No member shall be entitled to its share in the assets
the Agency or the Sponsorship Trust Fund unless that member has settled all outstanding claims by the Agency against it. Every distribution
assets shall be made at such times as the Council shall determine and in such manner as it shall deem fair and equitable. CHAPTER IX SETTLEMENT
DISPUTES Article 56. Interpretation and Application
the Convention (a) Any question
interpretation or application
the provisions
this Convention arising between any member
the Agency and the Agency or among members
the Agency shall be submitted to the Board for its decision. Any member which is particularly affected by the question and which is not otherwise represented by a national in the Board may send a representative to attend any meeting
the Board at which such question is considered. (
the referral to the Council, the Agency may, so far as it deems necessary, act on the basis
the decision
the Board. Article 57. Disputes between the Agency and Members (a) Without prejudice to the provisions
and
Section (b)
this Article, any dispute between the Agency and a member or an agency thereof and any dispute between the Agency and a country (or agency thereof) which has ceased to be a member, shall be settled in accordance with the procedure set out in Annex II to this Convention. (b) Disputes concerning claims
the Agency acting as subrogee
an investor MULTILATERAL INVESTMENT GUARANTEE AGENCY shall be settled in accordance with either (
such disputes. In the latter case, Annex II to this Convention shall serve as a basis for such an agreement which shall, in each case, be approved by the Board by special majority prior to the undertaking by the Agency
operations in the territories
the member concerned. Article 58. Disputes Involving Holders
a Guarantee or Reinsurance Any dispute arising under a contract
guarantee or reinsurance between the parties thereto shall be submitted to arbitration for final determination in accordance with such rules as shall be provided for or referred to in the contract
guarantee or reinsurance. CHAPTER X AMENDMENTS Article 59. Amendment by Council (a) This Convention and its Annexes may be amended by vote
three-fifths
the Governors exercising four-fifths
the total voting power, provided that: (i) any amendment modifying the right to withdraw from the Agency provided in Article 51 or the limitation on liability provided in Section (d)
shall require the affirmative vote
all Governors; and (ii) any amendment modifying the loss-sharing arrangement provided in Articles 1 and 3
Annex I to this Convention which will result in an increase in any member’s liability thereunder shall require the affirmative vote
the Governor
each such member. (
Annex I to this Convention, total votes shall include the additional votes allotted under Article 7
such Annex to sponsoring members and countries hosting sponsored investments. Article 60. Procedure Any proposal to amend this Convention, whether emanating from a member or a Governor or a Director, shall be communicated to the Chairman
the Board who s h a l l b r i n g t h e p r o p o s a l b e f o r e t h e B o a r d . I f t h e p r o p o s e d a m e nd m e n t i s recommended by the Board, it shall be submitted to the Council for approval in accordance with Article 59. When an amendment has been duly approved by the Council, the Agency shall so certify by formal communication addressed to all members. Amendments shall enter into force for all members ninety days after the date
the formal communication unless the Council shall specify a different date. MULTILATERAL INVESTMENT GUARANTEE AGENCY CHAPTER XI FINAL PROVISIONS Article 61. Entry into Force (a) This Convention shall be open for signature on behalf
all members
the Bank and Switzerland and shall 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 day when not less than five instruments
ratification, acceptance or approval shall have been deposited on behalf
signatory States in Category One, and not less than fifteen such instruments shall have been deposited on behalf
signatory States in Category Two; provided that total subscriptions
these States amount to not less than one-third
the authorized capital
the Agency as prescribed in Article 5. (c) For each State which deposits its instrument
ratification, acceptance or approval after this Convention shall have entered into force, this Convention shall enter into force on the date
such deposit. (d) If this Convention shall not have entered into force within two years after its opening for signature, the President
the Bank shall convene a conference
interested countries to determine the future course
action. Article 62. Inaugural Meeting Upon entry into force
this Convention, the President
the Bank shall call the inaugural meeting
the Council. This meeting shall be held at the principal
fice
the Agency within sixty days from the date on which this Convention has entered into force or as soon as practicable thereafter. Article 63. Depository Instruments
ratification, acceptance or approval
this Convention and amendments thereto shall be deposited with the Bank which shall act as the depository
this Convention. The depository shall transmit certified copies
this Convention to States members
the Bank and to Switzerland. Article 64. Registration The depository shall register this Convention with the Secretariat
the United Nations in accordance with Article 102
the Charter
the United Nations and the Regulations thereunder adopted by the General Assembly. Article 65. Notification The depository shall notify all signatory States and, upon the entry into force
this Convention, the Agency
the following: (a) signatures
this Convention; (b) deposits
instruments
ratification, acceptance and approval in accordance with Article 63; (
a member from the Agency pursuant to Article
a member including the territories for whose international relations a member is responsible, except those which are excluded by such member by written notice to the depository
this Convention either at the time
ratification, acceptance or approval or subsequently. Article 67. Periodic Reviews (a) The Council shall periodically undertake comprehensive reviews
the activities
the Agency as well as the results achieved with a view to introducing any changes required to enhance the Agency’s ability to serve its objectives. (b) The first such review shall take place five years after the entry into force
this Convention. The dates
subsequent reviews shall be determined by the Council. DONE at Seoul, in a single copy which shall remain deposited in the archives
the International Bank for Reconstruction and Development, which has indicated by its signature below its agreement to fulfil the functions with which it is charged under this Convention. ANNEX I GUARANTEES
SPONSORED INVESTMENTS UNDER ARTICLE 24 Article 1. Sponsorship (a) Any member may sponsor for guarantee an investment to be made by an investor
any nationality or by investors
any or several nationalities. (b) Subject to the provisions
Sections (b) and (c)
this Annex, each sponsoring member shall share with the other sponsoring members in losses under guarantees
sponsored investments, when and to the extent that such losses cannot be covered out
the Sponsorship Trust Fund referred to in Article 2
this Annex, in the proportion which the amount
maximum contingent liability under the guarantees
investments sponsored by it bears to the total amount
maximum contingent liability under the guarantees
investments sponsored by all members. (c) In its decisions on the issuance
guarantees under this Annex, the Agency shall pay due regard to the prospects that the sponsoring member will be in a position to meet its obligations under this Annex and shall give priority to investments which are co-sponsored by the host countries concerned. (
sponsored investments, including returns on the investment
such premiums and revenues, shall be held in a separate account which shall be called the Sponsorship Trust Fund. (b) All administrative expenses and payments on claims attributable to MULTILATERAL INVESTMENT GUARANTEE AGENCY guarantees issued under this Annex shall be paid out
the Sponsorship Trust Fund. (c) The assets
the Sponsorship Trust Fund shall be held and administered for the joint account
sponsoring members and shall be kept separate and apart from the assets
the Agency. Article 3. Calls on Sponsoring Members (a) To the extent that any amount is payable by the Agency on account
a loss under a sponsored guarantee and such amount cannot be paid out
assets
the Sponsorship Trust Fund, the Agency shall call on each sponsoring member to pay into such Fund its share
such amount as shall be determined in accordance with Section (b)
this Annex. (b) No member shall be liable to pay any amount on a call pursuant to the provisions
this Article if as a result total payments made by that member will exceed the total amount
guarantees covering investments sponsored by it. (c) Upon the expiry
any guarantee covering an investment sponsored by a member, the liability
that member shall be decreased by an amount equivalent to the amount
such guarantee; such liability shall also be decreased on a pro rata basis upon payment by the Agency
any claim related to a sponsored investment and shall otherwise continue in effect until the expiry
all guarantees
sponsored investments outstanding at the time
such payment. (d) If any sponsoring member shall not be liable for an amount
a call pursuant to the provisions
this Article because
the limitation contained in Sections (
an amount due in response to any such call, the liability for payment
such amount shall be shared pro rata by the other sponsoring members. Liability
members pursuant to this Section shall be subject to the limitation set forth in Sections (
Currencies and Refunds The provisions on valuation
currencies and refunds contained in this Convention with respect to capital subscriptions shall be applied mutatis mutandis to funds paid by members on account
sponsored investments. Article 5. Reinsurance (a) The Agency may, under the conditions set forth in Article 1
this Annex, provide reinsurance to a member, an agency thereof, a regional agency as defined in Section (a)
this Convention or a private insurer in a member country. The provisions
this Annex concerning guarantees and
Articles 20 and 21
this Convention shall be applied mutatis mutandis to reinsurance provided under this Section. (b) The Agency may obtain reinsurance for investments guaranteed by it under this Annex and shall meet the cost
such reinsurance out
the Sponsorship Trust Fund. The Board may decide whether and to what extent the loss-sharing obligation
sponsoring members referred to in Section (b)
this Annex may be reduced on account
the reinsurance cover obtained. Article 6. MULTILATERAL INVESTMENT GUARANTEE AGENCY Operational Principles Without prejudice to the provisions
this Annex, the provisions with respect to guarantee operations under Chapter III
this Convention and to financial management under Chapter IV
this Convention shall be applied mutatis mutandis to guarantees
sponsored investments except that (i) such investments shall qualify for sponsorship if made in the territories
any member, and in particular
any developing member, by an investor or investors eligible under Section (a)
this Annex, and (ii) the Agency shall not be liable with respect to its own assets for any guarantee or reinsurance issued under this Annex and each contract
guarantee or reinsurance concluded pursuant to this Annex shall expressly so provide. Article 7. Voting For decisions relating to sponsored investments, each sponsoring member shall have one additional vote for each 10,000 Special Drawing Rights equivalent
the amount guaranteed or reinsured on the basis
its sponsorship, and each member hosting a sponsored investment shall have one additional vote for each 10,000 Special Drawing Rights equivalent
the amount guaranteed or reinsured with respect to any sponsored investment hosted by it. Such additional votes shall be cast only for decisions related to sponsored investments and shall otherwise be disregarded in determining the voting power
members. ANNEX II SETTLEMENT
DISPUTES BETWEEN A MEMBER AND THE AGENCY UNDER ARTICLE 57 Article 1. Application
the Annex All disputes within the scope
this Convention shall be settled in accordance with the procedure set out in this Annex, except in the cases where the Agency has entered into an agreement with a member pursuant to Section (b)(ii)
Negotiation The parties to a dispute within the scope
this Annex shall attempt to settle such dispute by negotiation before seeking conciliation or arbitration. Negotiations shall be deemed to have been exhausted if the parties fail to reach a settlement within a period
one hundred and twenty days from the date
the request to enter into negotiation. Article 3. Conciliation (a) If the dispute is not resolved through negotiation, either party may submit the dispute to arbitration in accordance with the provisions
this Annex, unless the parties, by mutual consent, have decided to resort first to the conciliation procedure provided for in this Article. (b) The agreement for recourse to conciliation shall specify the matter in dispute, the claims
the parties in respect thereof and, if available, the name
the conciliator agreed upon by the parties. In the absence
agreement on the conciliator, the parties may jointly request either the Secretary-General
the MULTILATERAL INVESTMENT GUARANTEE AGENCY International Centre for Settlement
Investment Disputes (hereinafter called ICSID) or the President
the International Court
Justice to appoint a conciliator. The conciliation procedure shall terminate if the conciliator has not been appointed within ninety days after the agreement for recourse to conciliation. (c) Unless otherwise provided in this Annex or agreed upon by the parties, the conciliator shall determine the rules governing the conciliation procedure and shall be guided in this regard by the conciliation rules adopted pursuant to the Convention on the Settlement
Investment Disputes between States and Nationals
Other States. (d) The parties shall cooperate in good faith with the conciliator and shall, in particular, provide him with all information and documentation which would assist him in the discharge
his functions; they shall give their most serious consideration to his recommendations. (e) Unless otherwise agreed upon by the parties, the conciliator shall, within a period not exceeding one hundred and eighty days from the date
his appointment, submit to the parties a report recording the results
his efforts and setting out the issues controversial between the parties and his proposals for their settlement. (f) Each party shall, within sixty days from the date
the receipt
the report, express in writing its views on the report to the other party. (
the proposals contained in the report within sixty days after its receipt; or (iii) the parties, after an exchange
views on the report, shall have failed to agree on a settlement
all controversial issues within sixty days after receipt
the conciliator’s report; or (
the conciliator shall be determined on the basis
the rates applicable to ICSID conciliation. These fees and the other costs
the conciliation proceedings shall be borne equally by the parties. Each party shall defray its own expenses. Article 4. Arbitration (a) Arbitration proceedings shall be instituted by means
a notice by the party seeking arbitration (the claimant) addressed to the other party or parties to the dispute (the respondent). The notice shall specify the nature
the dispute, the relief sought and the name
the arbitrator appointed by the claimant. The respondent shall, within thirty days after the date
receipt
the notice, notify the claimant
the name
the arbitrator appointed by it. The two parties shall, within a period
thirty days from the date
appointment
the second arbitrator, select a third arbitrator, who shall act as President
the Arbitral Tribunal (the Tribunal). (b) If the Tribunal shall not have been constituted within sixty days from the date
the notice, the arbitrator not yet appointed or the President not yet selected shall be appointed, at the joint request
the parties, by the Secretary-General
ICSID. If there is no such joint request, or if the Secretary-General shall fail to make the appointment within thirty days
the request, either party may request the MULTILATERAL INVESTMENT GUARANTEE AGENCY President
the International Court
Justice to make the appointment. (c) No party shall have the right to change the arbitrator appointed by it once the hearing
the dispute has commenced. In case any arbitrator (including the President
the Tribunal) shall resign, die, or become incapacitated, a successor shall be appointed in the manner followed in the appointment
his predecessor and such successor shall have the same powers and duties
the arbitrator he succeeds. (d) The Tribunal shall convene first at such time and place as shall be determined by the President. Thereafter, the Tribunal shall determine the place and dates
its meetings. (e) Unless otherwise provided in this Annex or agreed upon by the parties, the Tribunal shall determine its procedure and shall be guided in this regard by the arbitration rules adopted pursuant to the Convention on the Settlement
Investment Disputes between States and Nationals
Other States. (f) The Tribunal shall be the judge
its own competence except that, if an objection is raised before the Tribunal to the effect that the dispute falls within the jurisdiction
the Board or the Council under Article 56 or within the jurisdiction
a judicial or arbitral body designated in an agreement under Article 1
this Annex and the Tribunal is satisfied that the objection is genuine, the objection shall be referred by the Tribunal to the Board or the Council or the designated body, as the case may be, and the arbitration proceedings shall be stayed until a decision has been reached on the matter, which shall be binding upon the Tribunal. (g) The Tribunal shall, in any dispute within the scope
this Annex, apply the provisions
this Convention, any relevant agreement between the parties to the dispute, the Agency’s by-laws and regulations, the applicable rules
international law, the domestic law
the member concerned as well as the applicable provisions
the investment contract, if any. Without prejudice to the provisions
this Convention, the Tribunal may decide a dispute ex aequo et bono if the Agency and the member concerned so agree. The Tribunal may not bring a finding
non liquet on the ground
silence or obscurity
the law. (h) The Tribunal shall afford a fair hearing to all the parties. All decisions
the Tribunal shall be taken by a majority vote and shall state the reasons on which they are based. The award
the Tribunal shall be in writing, and shall be signed by at least two arbitrators and a copy thereof shall be transmitted to each party. The award shall be final and binding upon the parties and shall not be subject to appeal, annulment or revision. (i) If any dispute shall arise between the parties as to the meaning or scope
an award, either party may, within sixty days after the award was rendered, request interpretation
the award by an application in writing to the President
the Tribunal which rendered the award. The President shall, if possible, submit the request to the Tribunal which rendered the award and shall convene such Tribunal within sixty days after receipt
the application. If this shall not be possible, a new Tribunal shall be constituted in accordance with the provisions
Sections (
the award pending its decision on the requested interpretation. (j) Each member shall recognize an award rendered pursuant to this Article as binding and enforceable within its territories as if it were a final judgment
a court in that member. Execution
the award shall be governed by the laws concerning the execution
judgments in force in the State in whose territories such execution is sought and shall not derogate from the law in force relating to immunity from execution. MULTILATERAL INVESTMENT GUARANTEE AGENCY (k) Unless the parties shall agree otherwise, the fees and remuneration payable to the arbitrators shall be determined on the basis
the rates applicable to ICSID arbitration. Each party shall defray its own costs associated with the arbitration proceedings. The costs
the Tribunal shall be borne by the parties in equal proportion unless the Tribunal decides otherwise. Any question concerning the division
the costs
the Tribunal or the procedure for payment
such costs shall be decided by the Tribunal. Article 5. Service
Process Service
any notice or process in connection with any proceeding under this Annex shall be made in writing. It shall be made by the Agency upon the authority designated by the member concerned pursuant to Article 38
this Convention and by that member at the principal
fice
the Agency. SCHEDULE A MEMBERSHIP AND SUBSCRIPTIONS CATEGORY ONE Country Australia Austria Belgium Canada Denmark Finland France Germany, Federal Republic
Iceland Ireland Italy Japan Luxembourg Netherlands New Zealand Norway South Africa Sweden Switzerland United Kingdom United States Number
Shares Subscription (millions
SDR) 1,713 2,030 2,965 4,860 5,071 2,820 5,095 2,169 1,049 1,500 4,860 20,519 17.13 7.75 20.30 29.65 7.18 6.00 48.60 50.71 0.90 3.69 28.20 50.95 1.16 21.69 5.13 6.99 9.43 10.49 15.00 48.60 205.19 59,473 594.73 MULTILATERAL INVESTMENT GUARANTEE AGENCY CATEGORY TWO * Country Afghanistan Algeria Antigua and Barbuda Argentina Bahamas Bahrain Bangladesh Barbados Belize Benin Bhutan Bolivia Botswana Brazil Burkina Faso Burma Burundi Cameroon Cape Verde Central African Republic Chad Chile China Colombia Comoros Congo, People’s Rep.
the Costa Rica Cyprus Djibouti Dominica Dominican Republic Ecuador Egypt, Arab Republic
E1 Salvador Equatorial Guinea Ethiopia Fiji Gabon Gambia, The Ghana Greece Grenada Guatemala Guinea Guinea-Bissau Number
Shares 1,254 1,479 3,138 7l Subscription (millions
SDR) 1.18 6.49 0.50 12.54 1.00 0.77 3.40 0.68 0.50 0.61 0.50 1.25 0.50 14.79 0.61 1.78 0.74 1.07 0.50 0.60 0.60 4.85 31.38 4.37 0.50 0.65 1.17 1.04 0.50 0.50 1.47 1.82 4.59 1.22 0.50 0.70 0.71 0.96 0.50 2.45 2.80 0.50 1.40 0.91 0.50 *Countries listed under Category Two are developing member countries for the purposes
this Convention. MULTILATERAL INVESTMENT GUARANTEE AGENCY Country Guyana Haiti Honduras Hungary India Indonesia Iran, Islamic Republic
Iraq Israel Ivory Coast Jamaica Jordan Kampuchea, Democratic Kenya Korea, Republic
Kuwait Lao People’s Dem. Rep. Lebanon Lesotho Liberia Libyan Arab Jamahiriya Madagascar Malawi Malaysia Maldives Mali Malta Mauritania Mauritius Mexico Morocco Mozambique Nepal Nicaragua Niger Nigeria Oman Pakistan Panama Papua New Guinea Paraguay Peru Philippines Portugal Qatar Romania Rwanda St. Christopher and Nevis St. Lucia Number
Shares 3,048 1,049 1,659 1,192 Subscription (millions
SDR) 0.84 0.75 1.01 5.64 30.48 10.49 16.59 3.50 4.74 1.76 1.81 0.97 0.93 1.72 4.49 9.30 0.60 1.42 0.50 0.84 5.49 1.00 0.77 5.79 0.50 0.81 0.75 0.63 0.87 11.92 3.48 0.97 0.69 1.02 0.62 8.44 0.94 6.60 1.31 0.96 0.80 3.73 4.84 3.82 1.37 5.55 0.75 0.50 0.50 MULTILATERAL INVESTMENT GUARANTEE AGENCY Country St. Vincent Sao Tome and Principe Saudi Arabia Senegal Seychelles Sierra Leone Singapore Solomon Islands Somalia Spain Sri Lanka Sudan Suriname Syrian Arab Republic Swaziland Tanzania Thailand Togo Trinidad and Tobago Tunisia Turkey United Arab Emirates Uganda Uruguay Vanuatu Venezuela Viet Nam Western Samoa Yemen Arab Republic Yemen, People’s Dem.Rep.
Yugoslavia Zaire Zambia Zimbabwe Total Number
Shares 3,137 1,285 1,427 Subscription (millions
SDR) 0.50 0.50 31.37 1.45 0.50 0.75 1.54 0.50 0.78 12.85 2.71 2.06 0.82 1.68 0.58 1.41 4.21 0.77 2.03 1.56 4.62 3.72 1.32 2.02 0.50 14.27 2.20 0.50 0.67 1.15 6.35 3.38 3.18 2.36 40,527 405.27 100,000 1,000.00 MULTILATERAL INVESTMENT GUARANTEE AGENCY SCHEDULE B ELECTION
DIRECTORS 1. Candidates for the
fice
Director shall be nominated by the Governors, provided that a Governor may nominate only one person. 2. The election
Directors shall be by ballot
the Governors. 3. In balloting for the Directors, every Governor shall cast for one candidate all the votes which the member represented by him is entitled to cast under Section (a)
One-fourth
the number
Directors shall be elected separately, one by each
the Governors
members having the largest number
shares. If the total number
Directors is not divisible by four, the number
Directors so elected shall be one-fourth
the next lower number that is divisible by four. 5. The remaining Directors shall be elected by the other Governors in accordance with the provisions
paragraphs 6 to 11
this Schedule. 6. If the number
candidates nominated equals the number
such remaining Directors to be elected, all the candidates shall be elected in the first ballot; except that a candidate or candidates having received less than the minimum percentage
total votes determined by the Council for such election shall not be elected if any candidate shall have received more than the maximum percentage
total votes determined by the Council. 7. If the number
candidates nominated exceeds the number
such remaining Directors to be elected, the candidates receiving the largest number
votes shall be elected with the exception
any candidate who has received less than the minimum percentage
the total votes determined by the Council. 8. If all
such remaining Directors are not elected in the first ballot, a second ballot shall be held. The candidate or candidates not elected in the first ballot shall again be eligible for election. 9. In the second ballot, voting shall be limited to (
total votes determined by the Council before taking their votes into account. 10. In determining when an elected candidate has received more than the maximum percentage
the votes, the votes
the Governor casting the largest number
votes for such candidate shall be counted first, then the votes
the Governor casting the next largest number, and so on until such percentage is reached. 11. If not all the remaining Directors have been elected after the second ballot, further ballots shall be held on the same principles until all the remaining Directors are elected, provided that when only one Director remains to be elected, this Director may be elected by a simple majority
the remaining votes and shall be deemed to have been elected by all such votes.
AI explanation based on the official legal text. Indicative, not a substitute for legal advice.