AGREEMENT BETWEEN

THE GOVERNMENT OF THE UNITED ARAB EMIRATES

AND

THE GOVERNMENT OF THE REPUBLIC OF KOREA

FOR

THE PROMOTION AND PROTECTION OF INVESTMENTS

The Government of the United Arab Emirates and the Government of the
Republic of Korea (hereinafter referred to as "the Contracting Parties"),

Desiring to create favourable conditions for greater economic cooperation

between them and, in particular for investments by investors of one
Contracting Party in the territory of the other Contracting Party based on
the principles of equality and mutual benefit,

Recognizing that the promotion and reciprocal protection of investii'ents

on the basis of this Agreement will be conducive to stimulating individual
business initiative and \!ViII increase prosperity in both States,

Have agreed as follows:

 ARTICLE 1

Definitions

For the purposes of this Agreement:

(1) "investments" means every kind of assets invested by investors of one

Contracting Party in the territory of the other Contracting Party in
accordance with the legislation of the latter Contracting Party and in
particular, though not exclusively, includes:

(a) movable and immovable property and any other property rights
such as mortgages, liens, leases or pledges;
(b) shares, stocks, debentures, liquid assets, and any other form of
participation in a company or any business enterprise including
those which are engaged in petroleum-related activities such as
storage, manufacturing of petroleum chemicals, and marketing;
(c) claims to money related to investment or to any performance
under a contract related to projects
(d) business concessions having an economic value conferred by law
or under a contract, including concessions to search for, cultivate,
extract or exploit natural resources;
(e) intellectual property rights including rights with respect to
copyrights, patents, trademarks, trade names, industrial designs,
technical processes, trade secrets and know-how, and goodwill.

Any change of the form in which assets are invested or reinvested shall
not affect their character as an investment.

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(2) "returns" means the amounts yielded by investments and, in particular,
though not exclusively, includes profit, interest, capital gains,
dividends, royalties and all kinds of fees.

(3) "investors" means any natural or juridical persons of one Contracting

Party, governmental or private, who invest in the territory of the other
Contracting Party :

(a) the term "natural persons" means natural persons having the
nationality of one Contracting Party in accordance with its laws;
and

(b) the term "juridical persons" means any entity such as companies,
public institutions, authorities, foundations, partnerships, firms,
establishments, organizations, corporations or associations,
incorporated or constituted in accordance with the laws and
regulations of one Contracting Party.

(4) "territory" means the territory of the Republic of Korea or the territory
of the United Arab Emirates respectively, as well as islands and those
maritime areas including the seabed and subsoil adjacent to the outer
limit of the territorial sea over which the State concerned exercises, in
accordance with international law and with their respective legislation,
sovereign rights or jurisdiction for the purpose of exploration and
exploitation of the natural resources of such areas.

(5) "freely convertible currency" means the currency that is widely used to
make payments for international transactions and widely exchanged in
principal international exchange markets.
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(6) "ICSID Convention" means the Convention on the Settlement of
Investment Disputes between States and National of the other States
signed at Washington, March 18,1965.

ARTICLE 2
Promotion and Protection of the Investment

(1) Each Contracting Party shall encourage and create favourable

conditions for investors of the other Contracting Party to make
investments in its territory and shall admit such investments in
accordance with its laws and regulations.

(2) Investments made by investors of each Contracting Party shall at all

times be accorded fair and equitable treatment and shall enjoy full
protection and security in the territory of the other Contracting Party.
Neither Contracting Party shall in any way impair by unreasonable or
discriminatory measures the operation, management, maintenance,
use, enjoyments or disposal of investments in its territory by investors
of the other Contracting Party.

(3) Investors of each Contracting Party may apply to the competent

authorities in the other Contracting Party for the appropriate facilities,
incentives and other forms of encouragement and the latter
Contracting Party may grant them all assistance, consents, approvals,
licenses and conditions as may be determined by its laws and
regulations.

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(4) Each Contacting Party shall accord to investors of the other
Contracting Party, in accordance with its laws related to the promotion
of foreign investments, all incentives thereof.

(5) Investors of each Contracting Party shall be permitted to engage top

managerial personnel of their choice regardless of nationality to the
extent permitted by the laws and regulations of the other Contracting
Party. The Contracting Parties shall give due consideration to the
issuance of visas and permits of stay to such managerial personnel,
their families, and other supporting personnel in accordance with its
laws and regulations

ARTICLE 3
Treatment of Investments

(1) Each Contracting Party shall in its territory accord to investments and
returns of investors of the other Contracting Party, treatment no less
favourable than that which it accords to investments and returns of its
own investors or to investments and returns of investors of any third
State, whichever is more favourable to investors.

(2) Each Contracting Party shall in its territory accord to investors of the
other Contracting Party as regards operation, management,
maintenance, use, and enjoyment of disposal of their investments,
treatment no less favourable than that which it accords to its own
investors or to investors of any third State, whichever is more
favourable to investors.

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(3) The provisions of paragraphs (1) and (2) of this Article shall not be
construed so as to oblige one Contracting Party to extend to investors
of the other Contracting Party the benefit of any treatment or
preference of privilege resulting from any international agreement or
arrangement relating wholly or mainly to taxation.

(4) Such treatment shall not relate to privileges which either Contracting
Party accords to investors of third States on account of its present or
future membership of, or association with a customs or economic
union, a common market or a free trade area or similar international
agreements.

ARTICLE 4
Compensation for Losses

(1) Investors of one Contracting Party whose investments suffer losses

owing to war or other armed conflict, a state of national emergency,
revolt, insurrection, riot or other similar events in the territory of the
other Contracting Party, shall be accorded by the latter Contracting
Party, treatment as regards restitution, indemnification, compensation
or other forms of settlement, no less favourable than that which the
latter Contracting Party accords to its own investors or to investors of
any third State. Resulting payments shall be freely transferable without
undue delay.

(2) Without prejudice to paragraph (1) of this Article, investors of one

Contracting Party who, in any of the events referred to in that
paragraph, suffer losses in the territory of the other Contracting Party
resulting from:
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/
,

(a) requisitioning of their property by its forces or authorities; or

(b) destruction of their property by its forces or authorities which was

not caused in combat action or was not required by the necessity
of the situation,

shall be accorded restitution or adequate compensation no less

favourable than that which would be accorded under the same
circumstances to investors of that other Contracting Party or to an
investor of any other State. Resulting payments shall be freely
transferable without undue delay.

ARTICLE 5
Expropriation

(1) Investments of investors of one Contracting Party shall not be

nationalized, expropriated or otherwise subject to any other measures
such as sequestration or confiscation having an effect equivalent to
nationalization or expropriation (hereinafter referred to as
"expropriation") in the territory of the other Contracting Party except
for public purpose and against prompt, adequate and effective
compensation. The expropriation shall be carried out on a non­
discriminatory basis in accordance with legal procedures. Without
prejudice to provisions of this paragraph, when a decision is made to
expropriate the claims to money whose amount is being disputed in
the legal procedure, that amount may be deemed not to have been
expropriated until the final settlement is made.

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(2) Such compensation shall amount to the fair market value of the
expropriated investments immediately before expropriation was taken
or before impending expropriation became public knowledge,
whichever is the earlier, shall include interest at the applicable
commercial rate from the date of expropriation until the date of
payment and shall be made without undue delay, be effectively
realizable and be freely convertible and transferable. Where the fair
market value cannot be readily ascertained, the compensation shall
be determined on equitable principles taking into account, inter alia,
depreciation of the capital invested, capital already repatriated,
replacement value, goodwill and other relevant factors.

(3) Investors of one Contracting Party affected by expropriation shall have

a right to prompt review by a judicial or other independent authority of
the other Contracting Party, of their case and of the valuation of their
investments in accordance with the principles set out in this Article.

(4) Where a Contracting Party expropriates the assets of a company

which is incorporated or constituted under its laws and regulations,
and in which investors of the other Contracting Party own shares,
debentures or other forms of participation, the provisions of this Article
shall be applied.

ARTICLE 6
Transfers

(1) Each Contracting party shall guarantee to investors of the other

Contracting Party the free transfer of their investments and

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 returns.Such transfers shall include, in particular, thoUgh not
exclusively:

(a) net profit, capital gains, dividends, interest, royalties, fees and
any other current income accruing from investments;
(b) proceeds accruing from the sale or the total or partial
liquidation of investments;
(c) funds in repayment of loans related to investments;
(d) earnings of nationals of the other Contracting Party who are
allowed to work in connection with investments in its territory;
(e) additional funds necessary for the maintenance or
development of the existing investments; and
(f) compensation pursuant to Articles 4 and 5.

(2) All transfers under this Agreement shall be made in a freely

convertible currency, without delay or restriction, at the market
exchange rate, prevailing at the date of the transfer.

ARTICLE 7
Subrogation

If a Contracting Party or its authorized agency makes a payment

to its own investors under an indemnity given in respect of investments in
the territory of the other Contracting Party, the latter Contracting Party
shall recognize:

(a) the assignment, whether under the law or pursuant to a legal

transaction in that State, of any rights or claims from investors
to the former Contracting Party or its authorized agency; and
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 (b) that the former Contracting Party or its authorized agency is
entitled by virtue of subrogation to exercise the rights of and
enforce the claims of those investors.
(c) Questions regarding subrogation shall be consulted in the
Joint Committee set by Article 8 of this Agreement.

ARTICLE 8

Consultation

The Contracting Parties shall establish a Joint Committee where both

Contracting Parties or their designated agencies will consult matters in
connection with this Agreement in order to effectively implement the
Agreement and to prevent disputes related to investments.

ARTICLE 9

Settlement of Investment Disputes between a Contracting Party and

an Investor of the other Contracting Party

(1 ) Any dispute between a Contracting Party and an investor of the

other Contracting Party including expropriation or nationalization
of investments shall, as far as possible, be settled by the parties of
the dispute in an amicable way.

(2) The local remedies under the laws and regulations of one
Contracting Party in the territory of which the investment has been
made shall be available for investors of the other Contracting
Party on the basis of treatment no less favourable than that
accorded to investments of its own investors or investors of any
third State, whichever is more favourable to investors.
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(3) If the dispute cannot be settled within six (6) months from the date
on which the dispute has been raised by either party, the disputing
Contracting Party shall agree to submit the dispute to the
International Center for Settlement of Investment Disputes
(hereinafter referred to as ICSID) established by the ICSID
convention.

(4) Upon the consent of both parties to the dispute, the disputes shall
be submitted to ICSID established by the ICSID Convention.

(5) The award made by ICSID shall be final and binding on the parties
to the dispute. Each Contracting Party shall ensure the
recognition and enforcement of the award in accordance with its
relevant laws and regulations.

AR1"ICLE 10

Settlement of Disputes between

The Contracting Parties

(1 ) Disputes between the Contracting Parties concerning the

interpretation or application of the Agreement shall be settled by
consultation through diplomatic channels.

(2) If such disputes are not settled within six (6) months, it shall, on
the request of either Contracting Party, be submitted to an ad hoc
Arbitral Tribunal in accordance with the provision of this Article.

(3) Such an Arbitral Tribunal shall be constituted for each individual

case in the following way; Within two (2) months from the date of
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 receipt of the written request of either party for arbitration, each
Contracting Party shall appoint one member of the Tribunal.
These two members shall then select a national of a third State,
who on approval of the two Contracting Parties shall be appointed
Chairman of the Tribunal. The Chairman shall be appOinted within
two (2) months from the date of appointment of the other two
members.

(4) If within the periods specified in paragraph (3) of this Article the
necessary appointments have not been made, a reqlJest may be
made by either Contracting Party to the President of the
International Court of Justice to make such appointment. If the
president is a national of either Contracting Party or otherwise
prevented from discharging the said function, the Vice-President
shall be invited to make the appointments. If the Vice-President
also is a national of either Contracting Party or prevented from
discharging the said function, the member of the International
Court of Justice next in seniority, who is not a national of either
Contracting Party, shall be invited to make the appOintments.

(5) The Arbitral Tribunal shall reach its decision by a majority of votes.
Such decision shall be binding on both Contracting Parties.

(6) Each Contracting Party shall bear the costs of its own arbitrator
and its representation in the arbitral proceedings. The costs of the
Chairman and the remaining costs shall be borne in equal parts by
both 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.

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(7) The Arbitral Tribunal shall determine its own procedure.

ARTICLE 11

Application of Other Rules

(1) Where a matter is governed simultaneously both by this

Agreement and by another international agreement to which both
Contracting Parties are parties, nothing in this Agreement shall
prevent either Contracting Party or any of its investors who own
investments in the territory of the other Contracting Party from
taking advantage of whichever rules are more favourable to the
cases of the investors.

(2) If the treatment to be accorded by one Contracting Party to

investors of the other Contracting Party in accordance with its
laws and regulations or other specific provisions or contracts is
more favourable than that accorded by this Agreement, the more
favourable treatment shall be accorded.

AR1"ICLE 12

Application of the Agreement

This Agreement shall apply to all investments, whether made

before or after its entry into force, but shall not apply to any dispute
concerning investments that has arisen before the entry into force of this
Agreement.

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 -~~~~~

ARTICLE 13

Entry into Force, Duration and Termination

(1) This Agreement shall enter into force thirty (30) days after the date
when the Contracting Parties notify each other that all legal
requirements for its entry into force have been fulfilled.

(2) This Agreement shall remain in force for a period of ten (1 0) years
and shall remain in force thereafter indefinitely unless either
Contracting Party notifies the other Contracting Party in writing
one year in advance of its intention to terminate this Agreement.

(3) In respect of investments made prior to the termination of this

Agreement, the provisions of Article 1 to 12 of this Agreement
shall remain in force for a further period of ten (10) years from the
date of termination.

IN WITNESS WHEREOF, the undersigned, duly authorized thereto by

their respective Governments, have signed this Agreement.

DONE in duplicate atAb". phQbi on the ",i nt h day of :r

Uf)'t'!. in the
Arabic, Korean and English languages, all texts being equally authentic.

.
In case of any divergence of interpretation, the English text shall prevail.
,.

For the Government of the

United Arab Emirates Republic of Korea

*-t ){ t<L

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 PROTOCOL

At the signing of the Agreement between the Government of the United

Arab Emirates and the Government of the Republic of Korea for the
Promotion and Protection of Investments, the undersigned have agreed
upon the following provisions which shall form an integral part of the
Agreement:

1. With respect to Article 1

It is understood that "business concession having an economic value

conferred by law or under a contract," means any rights conferred by
law for, inter alia, management, marketing, loan, production,
permission, and authorization that include concessions to search for,
cultivate, extract or exploit natural resources according to the laws
and regulations of the Contracting Party in whose territory the
investment is made.

2. With respect to Article 2

(a) The companies established or to be established jOintly by investors of

one Contracting Party and investors of the other Contracting Party
shall have the right to exercise the general powers granted under the
laws of the Contracting Party in whose territory the companies are
established for the attainment of their general purposes and
objectives.

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 (b) Those companies shall also have the right, in accordance to the laws
of the Contracting Party in whose territory the companies are
established, to issue and execute any decision which the companies
deem necessary to achieve their objectives. In particular, they shall
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not be subject to undue and discriminatory hindrance to the
I,
establishment of subsidiary companies or to their participation in
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other companies for industrial, manufacturing, agricultural, touristic
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-
and high-technology projects.

3. With respect to Building Construction

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1
With regard to construction projects, the terms and conditions of the
contract shall be respected regarding matters which are not provided
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I1
in this Agreement.

j IN WITNESS WHEREOF, the undersigned, being duly authorized

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thereto by their respective Governments, have signed this Protocol.

"'
~
]

t Done in duplicate at Abu Dhabi this nInth day of June. ,

I
2002 in the Arabic, Korean and English languages, all texts being
'1,
equally authentic. In case of any divergence of interpretation, the
English text shall prevail.

For the Government of the

United Arab Emirates Republic of Korea

-:itt 7i 1­
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