Albania–Bulgaria BIT (1994)

AGREEMENT

BETWEEN

THE GOVERNMENT OF THE REPUBLIC OF BULGARIA

AND

THE GOVERNMENT OF THE REPUBLIC OF ALBANIA

ON MUTUAL PROMOTION AND PROTECTION OF INVESTMENTS

The Government of the Republic of Bulgaria and the Government the Republic of Albania, hereinafter referred to as the "Contracting Parties', Desil ing to deve;lop the economic cooperation between the two States, Prf'occupied to enc:ovraging and creating favourable conditiCln. for investments of investors of one Contracting Party in the territolY of the other Contracting Party on the basis of equality and mutual benefit,. Conscious that the mutual promotion and protection of investments in accordance with the present Agreement stimulates the initiatives in this field, HAVE AGREED AS FOllOWS:

ARTICLE 1

DEFINITIONS

1. For the purposes of this Agreement the term 'investments· shall mean any kind of assets and shall include in particular:

a) property rights and any other real rights as well as mortgages pledges or other similar rights; b) shares. stocks or securities, materializing participation in companies; c) outstanding claims or any other rights, having economic value; d) copyrights, rights in the- field of industrial and· intellectual property (such as patents, licences, industrial design, trademarks and tradenames), technical processes, know-how and goodwill;

e) rights to carry out business activities conferred by law, under a contract or an administrative act of a competent state authority, and in particular to search for, cultivate, extract or exploit natural resources.

These assets shall be implemented in accordance with the legislation of the Contracting Party on the territory of which the investments are made.

A subsequent change of the form in which the investments have been made shall not affect their substance as investments, provided that such a change does not contradict the laws of the Contracting Party, in the territory of which the investments have been made.

2. The term 'returns' shall include all amounts yielded by an investment, such as profits, dividends, interests and other lawful incomes.

3. The term 'investor' shall mean: a) with respect to the Republic of Bulgaria: - a natural person who is a national of the Republic of Bulgaria in accordance with its applicable legislation; - any company, organization or associati.on with or without juridical personality, incorporated or constituted in accordance with the laws of the Republic of Bulgaria with a seat in its territory; b) with respect to the Republic of Albania - any natural or legal person who invests in the territory of the other Contracting Party; . the term "natural person' shall mean any natural person having the nationality of the Republic of Albania in accordance with its laws;

• the term "leQal person" shall mean any entity incorporated or constituted in accordance with. and recognileo as legal person by. the laws of the Republic 01 Albania with a permanent seat in its territory.

4. The ternl "territory" si .all rrl.llan; al with respect to the Repuwlic of Bulgaria. the terrrtory under the sovereignty of the Republic of Bulgaria, including the territorial sjla, as well as the continental shelf and the er.clusive economic zone, over which the Republic of Bulgaria er.ercises sovereign rights or Jurisdiction in conformity with international law; b) with respect to the Republic of Albania - the tMritory, the territorial sea and subsoil of the Republic of Albani<l, as ~I~II a$ the continental shelf over which the Republic of Albani", er:ArciSI;l~ ~"I)reigll rights or Jurisdiction in conformity with internatlQnallav/.

ARTICLE 2

PROMOTION AND PROTECTION OF INVESrfvlENTS

1. Each Contracting Party shall promotll and protect in it! terr~ory Investments of investors of the other Contracting Party and accept such inveGtmlnts in accordance with its laws and regulations and accord them fair endlquitabll trealment and protection.

2. In case of reinvestment of returns from an invl;lstmerrt, these reinvestments and their returns shall enjoy the same protection as th" Initial investments.

3. Each Contracting Party shall consider favourably, and ill compliance with its laws and regulations, questions cQllcerning IIntry. stay, work and movement in its territory ot nalionals of til .. other Contracting Party WhO carry out activities connected with the inVe!;tr.lents

as dofins{1 in th~ presen: Agreement ur.t:: oi Ih<:ir lamilies torming part of their housohold.

NATIONAL AND MOST ~,o.VOUfiEO :'ji\"?ION THEATI'iiENT

1. Irwcstrn;)nlS mado bV invcs10rs 01 oithor Comrllctinli Pllrty in the torrrtory 01 the othor Contrac.il"19 Party shall bo accoroed troatment n()t less lal/curablo than thaI (lccordod to invostmori'1S madu by its own Invos\ol"S or by iiwos~ors 01 any third Statu, ,.ihichovor is mOTO favourable.

2. tnY(.'!iloIS ot orthor Centracting Party shaH be accord~d in tho torrrtory of t;l() othor Conliaclii1!J Periy, as regards managument. maintonanou, USI), ;mjoym:ml or disiX/sal of their il"1YestlTlOn!, troalment Which is net lcss favoOJiUplo than·lht\1 accorded'to its own hwosto;s or to Investors of any third Sta~iI, whichol/or is mor!! Sil\lOumblc.

3. Tho provisions 01 paragraph 1 and 2 01 this Article shall not bo construed so as to obligo oithe. ContraclJr:~ Party to cxtond to tho Investors 01 1M athor Contracting Party tt1c privileges aceo/doc to Investors 01 a third Stalo baSfJd Cln:

a) participalion in, or association wrth, existing or futuro custom:i union, froo trado aroa, economic communities or other similar instilulioro. or

b) agroomanls rolating wholy or mainly 10 taxation.

4. Each Contracting Party II!StlfVt!S tho right to mil.«C or maintain, in complianco wrth its legislation in force, fmcoptioT15 from o::tionl1l truatmant IFantod accoroing to Paragraphs I and 2 0'/ ,his "'.;ticiu. Howey:)/, any now exception shan only ap;:Jly to inVt!slments madu aftur tho ontry into lorco of such oxcoj)tion.

S. Snould nahonal legislation 01 either Contracting Party or present or future international agreements applicable between the Contracting Panies, or otner international agreements. to which they are parties, con:ain regulations. whether general or specific, entitiillg investments by Investors of the oiner Contractlng'party to a treatment more favourable tnan is provided lor by the present Agreement, such regulation shall, !(; the extent that is more favourable, prevail over the presr:nt Agreemen;.

ARTICLE 4

COMPENSATION FOR LOSSES

Investors of a CO:1tracting Party whose investments sutter losses in the territory of the other Contracting Party owing to war, other armed conflict, state ot national emergency or other similar events shall be accorded treatment no less favourable than that accorded to its own investors or to investors at any third State.

ARTICLE 5

EXPROPRIATION

1. Investments of investors at eithor Contracting Party shall not be expropriated or nationalized in the territory at the other Contracting Party except by virtue or law, in the public interest, on a non-discriminatory basis and against preliminary and adequate compensation. The same conditions shall also apply to any trans~ion at the investment to public property, submission under public control, as well as any other deprivation or limitation or property rights through sovereign measures which in their consequences are tantamount to expropriation.

2. The compensation shall amount to the market value of the investments conce~ned immediately before the date of entry into force of the act for expropriation and shall be paid without delay, shall carry an annual rate: ,,; interest equal to 12 months USOR quoted for the currency in which the investments were made until the time of payment. Any value reduction due to the fact til at the impending expropriation has become public knowledge, shall not be taken into consideration when evaluating the amount of the compensation due. The payment of such compensation shall be freely transferable.

ARTICLE 6

TRANSFERS

1. Each Contracting Party shall accord to the investors of the other Contracting Party, after the fulfilment of all their tax obligations; the free transfer of:

a) capital and additional amounts intended to maintain or increase the investment; b) returns from the investment;

c) proceeds obtained f'om the sale or from the total or partial liquidation of the investment;

d) the sums required for payment of the expenses which arise from the operation of the investment, such as loan repayments, payment of patents or licence fees; e) compensation payable in accordance with Article 5; n the remuneration received by nationals of the other Contracting Party for work or services done in connection with investments made in its territory, in accordance with its laws and regulations.

2. Tho ir~nslors rtltorrud to in tho proceding Paragra~h shall bu "...3de without dOI;:y. at the cxc:,ange rato prevailing on the date of the transfer in Ihe tarritory of thti Contracting P any ""h(lre thu invCSlmOn! was madt:.

3. in :jc<;;ordance wili"l ttit:"legisl.:ltioll of the oth~r Contracting Party, to ail trJns/cr:; subject to this Article shall be accorded treatment "ot less favouiablo than that accorded to the transfers of <1" invtlstment mDde by a" investor of any third state.

AFlTICLE 7 SUBAOGA TION

A Contrac:in!; Party having, by virtl..ill at a gvar:lf\IOQ given for an invs:it.'TlOnl made in 1M turrilOry at thu oth~r Contracting Party. made paym.mt 10 ,~nil at it3 own invoslOr:; is, by virtuu at sUQrogatiet1, entJt!ed to !l:':OfCisu ~hu rig/lis and actions as woll as tQ assumu tho otJligatlons 0/ the s,)jej invClstor. Inu subrogation in the rights and obligations at tha ensured invtlstor e::lends <1150 10 tho rignt ot transtilT mOnlioned in AroclQ 5. Tho pilying CfJlluaC::ing Parr;l cannot ootain rights or assumo obliga~ons omator than those 0/ thll unsurod invostor.

ARTICLE 6

SET'l1.EMENi OF DIS?UTES BEiWE:N THE CONTAACTlNG PAFiTIES

1. Dispute:; botw8tln lhi! Contractin!l Partios conceming tho interpratation or application 01 this "groemtlnt shall, as lar as pOl/Sibro, btl sultlud Ihrough "U<Jotiations clltwocn tho Contracting I'altid.

of the Chairman and the remaining costs shall be borne in equal par1s by the Contrac:ing Pal'1leS,

P,RTICLE 9 SETILEMENT OF INVESTMENT DISPUTES BETWEEN A CONTRACTING PARTY AND AN INVESTOR OF THE OTHER CONTRACTING PARTY

1, Disputes between an investor of a Contracting Party and the other Contracting Party concerning cbligations of the latter under this" Agreement, in relation with an investment of the former, shall, as far as possible, be settled through negotiations, 2, If such dispute cannot be set:led within six months from the date either party requested settlement through negotiations, the investor concerned may submit the dispute to the competent court 01 the Contracting Party, which is party to the dispute. 3, In case of dispute with regard to Ar1icles 5 and 6 01 this Agreement, the investor concerned may choose, instead, to submit the dispute for settlement by arbitration to an ad hoc arbitral tribunal to be established under the Arbitral Rules of the United Nations Commission on International Trade Law (UNCITRAL), For this purpose each Contracting Party herewith declares its consent to the abovementioned international arbitration.

4. The arbitral tribunal shall reach its decision on the basis 01 the national laws and regulations of the Contracting Party which is a party to the dispute, the provisions of the present Agreement, as well as the generat principles of international law,

5. The decision of tr,e arbitral tribunal shall be final and binding on both par1ies to the dispute and the award shall be enforced in accordance wit~ the domestic law of the Contracting Party concerned,

6, Each party to the dispute shall bear the costs of its arbitrator and of Its representation in the arbitral proceedings, The cost of the Chairman and the remaining costs shall be borne in equ2! : ',ts by the parties to the dispute,

ARTICLE 10

CONSULTATIONS

Each Contracting Party may propose to the other Contracting Party to enter into consultations concerning all questions related to the implementation or interpretation of the present Agreement. The other Contracting Party shall make the necessary arrangements for holding these consultations.

ARTICLE 11

APPUCABIUTY OF-THE AGREEMENT

The provisions of this Agreement shall apply to investments made by investors of one Contracting Party in the territory of the other Contracting Party after 1991.

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