Bilateral Agreements
for the Promotion and Protection of Investments




Desiring to expand and deepen economic and industrial cooperation on a long term basis, and in particular, to create favorable conditions for investments by foreign investors and recognizing the need to protect investments by these foreign and to stimulate the flow of investments and individual, business initiative , the Royal Government of Cambodia have entered into bilateral agreement for the promotion and protection of investments with various countries such as Malaysia, Thailand, the USA and is currently negotiating with many more countries.

The following excerpts are typical clauses drawn from the agreement with the Federation of Malaysia pertaining to these bilateral agreements:


ARTICLE 1: DEFINITION

1. For the purpose of this Agreement:


ARTICLE 2: PROMOTION AND PROTECTION OF INVESTMENT

  1. Each Contracting Party shall encourage and create favorable conditions for investors of the other Contracting Party to invest capital in its territory and subject to its rights to exercise powers conferred by its laws, regulations and national policies, shall admit such investments.

  2. Investments of investors of either Contracting Party shall at all time be accorded fair and equitable treatment and shall enjoy full protection and security in the territory of the other Contracting Party.


ARTICLE 3: FAIR TREATMENT PROVISIONS

  1. Investments made by investors of either Contracting Party in the territory of the other Contracting Party shall receive treatment which is fair and equitable in accordance with the laws, regulations and national policies of the -Contracting Parties and not less favorable than that accorded to investments made by investors of any third State.

  2. Investors of one Contracting Party whose investments in the territory of the other Contracting Party suffer losses owing to war or other armed conflict, revolution, a state national emergency, revolt, insurrection or riot in the territory of the latter Contracting Party shall be accorded by the latter Contracting Party treatment, as regards restitution, indemnification, compensation or other settlement, no less favorable than that which the latter Contracting, party accords to investors of any third State.

  3. The provision of this Agreement relative to the granting of treatment not less favorable than that accorded to the investors of any third State shall not be construed so as to oblige one Contracting Party to extend to the investors of the other the benefit of any treatment, preference or privilege resulting from:


ARTICLE 4: EXPROPRIATION

Neither Contracting Party shall take any measures of expropriation, nationalization or any other dispossession, having effect equivalent to nationalization or expropriation against the investments of an investor of the other Contracting Party except under the following conditions:


ARTICLE 5: REPATRIATION OF INVESTMENT

  1. Each Contracting Party shall, subject to its laws, regulations and national policies allow without unreasonable delay the transfer of any freely usable currency:

  2. The exchange rates applicable to such transfer in the paragraph 1 of this Article shall be the rate of exchange prevailing at the time of remittance.

  3. The Contracting Parties undertake to accord to the transfers referred to in paragraph 1 of this Article treatment as favorable as that accorded to the transfer originating from investments made by investors of any third State.

  4. Transfers are subject to the right of each Contracting party, in exceptional financial or economic circumstances, to exercise equitably and in good faith powers conferred upon it by its laws and regulations at the time the investment is made as well as new laws and regulations thereafter, provided that no investor shall be put in a less favourable position that at the time of commencement of the investment.


ARTICLE 6: SETTLEMENT OF INVESTMENT DISPUTES BETWEEN A CONTRACTING PARTY AND AN INVESTOR OF THE OTHER CONTRACTING PARTY

  1. Any dispute which may arise between an investor of one Contracting Party and the other Contracting Party in connection with an investment in the territory of that other Contracting Party shall be subject to negotiations between the parties in dispute.

  2. If any dispute between an investor of one Contracting Party and the other Contracting Party cannot be thus settled within a period of six months, the investor shall be entitled to submit the case either to:

  3. Neither Contracting Party shall pursue through diplomatic channels any matter referred to arbitration until the proceedings have terminated or a Contracting Party has failed to abide by or comply with the award rendered by the Arbitral Tribunal.


ARTICLE 7: SETTLEMENT OF DISPUTES BETWEEN THE CONTRACTING PARTIES

  1. Disputes between the Contracting Parties concerning the interpretation or application of this Agreement should, if possible, be settled through diplomatic channels.

  2. If a dispute between the Contracting Parties cannot thus be settled, it shall upon the request of either Contracting Party be submitted to an arbitral tribunal.

  3. Such an arbitral tribunal shall be constituted for each individual case in the following way. Within two months of the receipt of the request for arbitration, each Contracting Party shall appoint one member of the' tribunal. Those two members shall then select a national of a third State who on approval by the two Contracting Parties shall be appointed Chairman of the tribunal. The Chairman shall be appointed within two months from the date of appointment of the other two members.

  4. If within the period specified in paragraph 3 of this Article the necessary appointments have not been made, either Contracting Party may, in the absence of any other agreement, invite the President of the International Court of justice to make any necessary appointments. If the President is a national of either Contracting Party or if he is otherwise prevented from discharging the said function, the Vice-President shall be invited to make the necessary appointments. If the Vice-President is a national of either Contracting Party of if he too is prevented from discharging the said function, the members of the International Court or justice next in seniority who is not a national of either Contracting Party shall be invited to make the necessary appointments.

  5. The arbitral tribunal shall reach its decision by a majority of votes. Such Decision shall be binding on both Contracting Parties. Each Contracting Party shall bear the cost of its own member of the tribunal and of its representation in the arbitral proceedings; the cost of the Chairman and the remaining costs shall be borne in equal parts by the Contracting Parties. The tribunal may, however, in its decision direct that a higher proportion of costs shall be borne by one of the. two Contracting Parties, and this award shall be binding on both Contacting Parties. The tribunal shall determine its own procedure.


ARTICLE 8: SUBROGATION

If a Contracting Party makes a payment to any of its investors under a guarantee it has granted in respect to an investment, the other Contacting Party shall, without prejudice to the rights of the former Contracting Party under Article 6, recognize the transfer of any right or title of such national or company to the former Contracting Party and the subrogation of the former Contracting Party to any right or title.


ARTICLE 9: APPLICATION TO INVESTMENT

This Agreement shall apply to investments made in the territory of either Contracting Party in accordance with its legislation, rules or regulations by investors of the other Contracting Party prior to as well as after the entry into force of this Agreement.


ARTICLE 10: ENTRY INTO FORCE, DURATION AND TERMINATION

  1. This Agreement shall enter into force thirty (30) days after the later date on which the Governments of the Contracting Parties have notified each other that their constitutional requirements for the entry into force of this Agreement have been fulfilled. The later date shall refer to the date on which the last notification letter is sent.

  2. This Agreement shall remain in force for a period of ten (10) years unless terminated in accordance with paragraph 3 of this Article.

  3. Either Contracting Party may by giving one (1) year's written notice to the other Contracting Party, terminate this Agreement within the initial ten (10) year period or anytime thereafter.

  4. With respect to investments made or acquired prior to the date of termination of this Agreement, the provisions of all of the other Articles of this Agreement shall continue to be effective for a period of ten (10) years from such date of termination.