Treaty between the United States of America and Grenada
concerning the Reciprocal Encouragement and Protection of Investment
The United States of America and Grenada,
Desiring to promote greater economic cooperation between them, particularly with
respect to investment by nationals and companies of one Party in the territory of the
other Party; and
Recognizing that agreement upon the treatment to be accorded such investment will
stimulate the flow of private capital and the economic development of the Parties,
Agreeing that fair and equitable treatment of investment is desirable in order to maintain
a stable framework for investment and maximum effective utilization of economic
Having resolved to conclude a treaty concerning the encouragement and reciprocal
protection of investment,
Have agreed as follows:
1. For the purposes of this treaty,
(a) "company of a Party" means any kind of corporation, company, association, or
other organization, legally constituted under the laws and regulations of a Party or a
political subdivision thereof whether or not organized for pecuniary gain, or privately or
(b) "investment" means every kind of investment in the territory of one Party owned or
controlled, directly or indirectly by nationals of companies of the other Party, such as
equity, debt, and service and investment contracts; and includes:
2. Each Party reserves the right to deny to any company the advantages of the Treaty
if nationals of any third country control such company and, in the case of a company of
the other Party, that company has no substantial business activities in the territory of
the other Party or is controlled by nationals of a third country with which the denying
Party does not maintain normal economic relations.
3. Any alteration of the form in which assets are invested or reinvested shall not affect
their character as investment.
(i) tangible and intangible property, including rights, such as mortgages, liens and
(ii) a company or shares of stock or other interests in a company or interests in the
(iii) a claim to money or a claim to performance having economic value, and associated
with an investment;
(iv) intellectual and industrial property rights, including rights with respect to copyrights,
patents, trademarks, trade names, industrial designs, trade secrets and know-how,
(v) any right conferred by law or contract, and any licenses and permits pursuant to
(c) "national" of a Party means a natural person who is a national of a Party under its
(d) "return" means an amount derived from or associated with an investment, including
profit; dividend; interest; capital gain; royalty payment; management, technical
assistance or other fee; or returns in kind;
(e) "associated activities" include the organization, control, operation, maintenance and disposition of companies, branches, agencies, offices, factories or other facilities for the conduct of business; the making, performance and enforcement of contracts; the acquisition, use, protection and disposition of property of all kinds including intellectual and industrial property rights; and the borrowing of funds, the purchase and issuance of equity shares, and the purchase of foreign exchange for imports.
1. Each Party shall permit and treat investment, and activities associated therewith, on
a basis no less favorable than that accorded in like situations to investment or
associated activities of its own nationals or companies, or of nationals or companies of
any third country, whichever is the most favorable, subject to the right of each Party to
make or maintain exceptions falling within one of the sectors or matters listed in the
Annex to this Treaty. Each Party agrees to notify the other Party before or on the date
of entry into force of this Treaty of all such laws and regulations of which it is aware
concerning the sectors or matters listed in the Annex. Moreover, each Party agrees to
notify the other of any future exception with respect to the sectors or matters listed in
the Annex, and to limit such exceptions to a minimum. Any future exception by either
Party shall not apply to investment existing in that sector or matter at the time the
exception becomes effective. The treatment accorded pursuant to any exceptions shall not be less favorable than that accorded in like situations to investments and
associated activities of nationals or companies of any third country, except with respect to ownership of real property. Rights to engage in mining on the public domain shall be dependent on reciprocity.
2. Investments shall at all times be accorded fair and equitable treatment, shall enjoy
full protection and security and shall in no case be accorded treatment less than that
required by international law. Neither Party shall in any way impair by arbitrary and
discriminatory measures the management, operation, maintenance, use, enjoyment,
acquisition, expansion, or disposal of investments. Each Party shall observe any
obligation it may have entered into with regard to investments.
3. Subject to the laws relating to the entry and sojourn of aliens, nationals of either
Party shall be permitted to enter and to remain in the territory of the other Party for the
purpose of establishing, developing, administering or advising on the operation of an
investment to which they, or a company of the first Party that employs them, have
committed or are in the process of committing a substantial amount of capital or other
4. Companies which are legally constituted under the applicable laws or regulations of
one Party, and which are investments, shall be permitted to engage top managerial
personnel of their choice, regardless of nationality.
5. Neither Party shall impose performance requirements as a condition of
establishment, expansion or maintenance of investments, which require or enforce
commitments to export goods produced, or which specify that goods or services must
be purchased locally, or which impose any other similar requirements.
6. Each Party shall provide effective means of asserting claims and enforcing rights
with respect to investment agreements, investment authorizations and properties.
7. Each Party shall make public all laws, regulations, administrative practices and
procedures, and adjudicatory decisions that pertain to or affect investments.
8. The treatment accorded by the United States of America to investments and
associated activities under the provisions of this Article shall in any State, Territory or
possession of the United States of America be the treatment accorded therein to
companies legally constituted under the laws and regulations of other States, Territories or possessions of the United States of America.
1. Investments shall not be expropriated or nationalized either directly or indirectly
through measures tantamount to expropriation or nationalization ("expropriation")
except for a public purpose; in a non-discriminatory manner; upon payment of prompt,
adequate and effective compensation; and in accordance with due process of law and
the general principles of treatment provided for in Article II (2). Compensation shall be
equivalent to the fair market value of the expropriated investment immediately before
the expropriatory action was taken or became known; include interest at a commercially
reasonable rate from the date of expropriation; be paid without delay; be fully realizable; and be freely transferable at the prevailing market rate of exchange on the date of expropriation.
2. A national or company of either Party that asserts that all or part of its investment
has been expropriated shall have a right to prompt review by the appropriate judicial or
administrative authorities of the other Party to determine whether any such
expropriation has occurred and, if so, whether such expropriation, and any
compensation therefor, conforms to the principles of international law.
3. Nationals or companies of either Party whose investments suffer losses in the
territory of the other Party owing to war or other armed conflict, revolution, state of
national emergency, insurrection, civil disturbance or other similar events shall be
accorded treatment by such other Party no less favorable than that accorded to its own
nationals or companies or to nationals or companies of any third country, whichever is
the most favorable treatment, as regards any measures it adopts in relation to such
1. Each Party shall permit all transfers related to an investment to be made freely and
without delay into and out of its territory. Such transfers include: (a) returns; (b)
compensation pursuant to Article III; payments arising out of an investment dispute;
(d) payments made under a contract, including amortization of principal and accrued
interest payments made pursuant to a loan agreement; (e) proceeds from the sale or
liquidation of all or any part of an investment; and (f) additional contributions to capital
for the maintenance or development of an investment.
2. Except as provided in Article III paragraph 1, transfers shall be made in a freely
convertible currency at the prevailing market rate of exchange on the date of transfer
with respect to spot transactions in the currency to be transferred.
3. Notwithstanding the provisions of paragraphs 1 and 2, either Party may maintain
laws and regulations; (a) requiring reports of currency transfer; and (b) imposing income
taxes by such means as a withholding tax applicable to dividends or other transfers.
Furthermore, either Party may protect the rights of creditors, or ensure the satisfaction
of judgments in adjudicatory proceedings, through the equitable, nondiscriminatory and
good faith application of its law.
The Parties agree to consult promptly, on the request of either, to resolve any disputes
in connection with the Treaty, or to discuss any matter relating to the interpretation or
application of the Treaty.
1. For purposes of this Article, an investment dispute is defined as a dispute involving
(a) the interpretation or application of an investment agreement between a Party and a
national or company of the other Party; (b) the interpretation or application of any
investment authorization granted by a Party's foreign investment authority to such
national or company; or (c) an alleged breach of any right conferred or created by this
Treaty with respect to an investment.
2. In the event of an investment dispute between a Party and a national or company of
the other Party, the parties to the dispute shall initially seek to resolve the dispute by
consultation and negotiation, which may include the use of non-binding, third-party
procedures. If the dispute cannot be resolved through consultation and negotiation, the dispute shall be submitted for settlement in accordance with previously agreed,
applicable dispute-settlement procedures. Any dispute-settlement procedures
regarding expropriation and specified in the investment agreement shall remain binding
and shall be enforceable in accordance with the terms of the investment agreement,
relevant provisions of domestic laws, and applicable international agreements regarding
enforcement of arbitral awards.
(a) The national or company concerned may choose to consent in writing to the submission of the dispute to the International Centre for the Settlement of Investment Disputes ("Centre") or under the rules of the Additional Facility of the Centre ("Additional Facility"), for settlement by conciliation or binding arbitration, at any time after six months from the date upon which the dispute arose. Once the national or
company concerned has so consented, either party to the dispute may institute
proceedings before the Centre or the Additional Facility provided:
4. In any proceeding involving an investment dispute, a Party shall not assert, as a
defense, counter-claim, right of set-off or otherwise, that the national or company
concerned has received or will receive, pursuant to an insurance or guarantee contract, indemnification or other compensation for all or part of its alleged damages.
5. For the purposes of this Article, any company legally constituted under the
applicable laws and regulations of either Party or a political subdivision thereof but that, immediately before the occurrence of the event giving rise to the dispute, was an
investment of nationals or companies of the other Party, shall, in accordance with
Article 25 (2) (b) of the Convention, be treated as a national or company of such other
1. Any dispute between the Parties concerning the interpretation or application of this
Treaty which is not resolved through consultations or other diplomatic channels, shall
be submitted, upon the request of either Party, to an arbitral tribunal for binding
decision in accordance with the applicable rules of international law. In the absence of an agreement by the Parties to the contrary, the Model Rules on Arbitral Procedure
adopted by the United Nations International Law Commission in 1958 as referred to in
U.N. General Assembly Resolution 1262 (XIII) shall govern.
2. Within two months of receipt of a request, each Party shall appoint an arbitrator.
The two arbitrators shall select a third arbitrator as Chairman, who is a National of a
3. Unless otherwise agreed, all submissions shall be made and all hearings shall be
completed within six months of the date of selection of the third arbitrator, and the
Tribunal shall render its decision within two months of the date of the final submissions
or the date of the closing of the hearings, whichever is later.
4. Expenses incurred by the Chairman, the other arbitrators, and other costs of the
proceeding shall be paid for equally by the Parties. The Tribunal may, however, at its
discretion, direct that a higher proportion of the costs be paid by one of the Parties.
The provisions of Article VI and VII shall not apply to a dispute arising (a) under the
export credit, guarantee or insurance programs of the Export-Import Bank of the United
States or (b) under other official credit, guarantee or insurance arrangements pursuant
to which the Parties have agreed to other means of settling disputes.
This Treaty shall not derogate from:
(i) the dispute has not been submitted by the national or company for resolution in
accordance with any applicable previously agreed dispute settlement procedures; and
(ii) the national or company concerned has not brought the dispute before the courts of
justice or administrative tribunals or agencies of competent jurisdiction of the Party that
is a party to the dispute.
If the parties disagree over whether conciliation or binding arbitration is the more
appropriate procedure to be employed, the opinion of the national or company
concerned shall prevail.
b) Each Party hereby consents to the submission of an investment dispute to the
Centre for settlement by conciliation or binding arbitration, or, in the event the Center is
not available, to the submission of the dispute to ad hoc arbitration in accordance with
the rules and procedures of the Center.
c) Conciliation or binding arbitration of such disputes shall be done in accordance with
the provisions of the Convention on the Settlement of Investment Disputes Between
States and Nationals of other States done at Washington March 18, 1965
("Convention") and the Regulations and Rules of the Centre or, if the Convention
should for any reason be inapplicable the Rules of the Additional Facility shall govern.
(a) laws and regulations, administrative practices or procedures, or administrative or
adjudicatory decisions of either Party;
(b) international legal obligations; or
(c) obligations assumed by either Party, including those contained in an investment
agreement or an investment authorization,
that entitle investments or associated activities to treatment more favorable than that
accorded by this Treaty in like situations.
1. This Treaty shall not preclude the application by either Party of measures necessary
in its jurisdiction for the maintenance of public order, the fulfillment of its obligations with respect to the maintenance or restoration of international peace or security, or the
protection of its own essential security interests.
2. This Treaty shall not preclude either Party from prescribing special formalities in
connection with the establishment of investments, but such formalities shall not impair
the substance of any of the rights set forth in this Treaty.
1. With respect to its tax policies, each Party should strive to accord fairness and equity in the treatment of investment of nationals and companies of the other Party.
2. Nevertheless, the provisions of this Treaty, and in particular Article VI and VII, shall
apply to matters of taxation only with respect to the following:
(a) expropriation, pursuant to Article III;
(b) transfers, pursuant to Article IV; or
(c) the observance and enforcement of terms of an investment agreement or
authorization as referred to in Article VI (1) (a) or (b),
to the extent they are not subject to the dispute settlement provisions of a convention
for the avoidance of double taxation between the two Parties, or have been raised
under such settlement provisions and are not resolved within a reasonable period of
1. This Treaty shall enter into force thirty days after the date of exchange of
instruments of ratification. It shall remain in force for a period of ten years and shall
continue in force unless terminated in accordance with paragraph 3 of this Article. It
shall apply to investments existing at the time of entry into force as well as to
investments made or acquired thereafter.
2. Either Party may, by giving one year's written notice to the other Party, terminate this Treaty at the end of the initial ten year period or at any time thereafter.
3. With respect to investments made or acquired prior to the date of termination of this
Treaty and to which this Treaty otherwise applies, the provisions of all of the other
Articles of this Treaty shall thereafter continue to be effective for a further period of ten
years from such date of termination.
IN WITNESS WHEREOF, the respective plenipotentiaries have signed this Treaty.
DONE in duplicate at Washington on the Second day of May 1986 in the English
Clayton Yeutter H.A. Blaize
FOR THE GOVERNMENT OF FOR THE GOVERNMENT OF
THE UNITES STATES OF AMERICA GRENADA
Consistent with Article II paragraph 1, each Party reserves the right to maintain limited
exceptions in the sectors or matters it has indicated below:
The United States of America
Air transportation; ocean and coastal shipping; banking; insurance; government grants;
government insurance and loan programs; energy and power production; custom
housebrokers; ownership of real estate; ownership and operation of broadcast or
common carrier radio and television stations; ownership of shares in the
Communications Satellite Corporation; the provision of common carrier telephone and
telegraph services; the provision of submarine cable services; use of land and natural
Air transportation; government grants; government insurance and loan programs;
ownership of real estate; use of land and natural resources.