5. List of reservations on establishment: Annex XI-E
6. List of commitments on cross-border supply of services: Annex XI-F 7. List of reservations on key personnel, graduate trainees and business sellers: Annex XI-G 8. List of reservations on contractual services suppliers and independent professionals: Annex XI-H
The following abbreviations are used for the purpose of Annexes XI-A, XI-B, XI-C and XI-D:
UK United Kingdom
The following abbreviation is used for the purpose of Annexes XI-E, XI-F, XI-G and XI-H:
GE Georgia
The Parties may, by mutual agreement, invite representatives of third parties to take part in the consultations or monitoring referred to in paragraphs 8 and 12.
The Parties may agree to adapt the provisions of this Annex in view of establishing an early warning mechanism between them and other Parties.
A violation of the provisions in this Annex cannot serve as a basis for dispute settlement procedures under Title IV (Trade and Trade-related Matters) of this Agreement or any other agreement applicable to disputes between the Parties. Moreover, a Party shall not rely on or introduce as evidence in such dispute settlement procedures:
(a) positions taken or proposals made by the other Party in the course of the procedure set out in this Annex, or
(b) the fact that the other Party has indicated its willingness to accept a solution to the emergency situation subject to this mechanism.
Annex XI-A. LIST OF RESERVATIONS ON ESTABLISHMENT (United Kingdom)
1. The list of reservations below indicates the economic activities where reservations to national treatment or most favoured treatment by the United Kingdom pursuant to Article 76(2) of this Agreement apply to establishments and entrepreneurs of Georgia.
The list is composed of the following elements:
(a) a list of horizontal reservations applying to all sectors or sub-sectors;
(b) a list of sector or sub-sector specific reservations indicating the sector or sub-sector concerned along with the reservation(s) applying.
A reservation corresponding to an activity which is not liberalised (Unbound) is expressed as follows: ‘No national treatment and most favoured nation treatment obligations’.
2. In accordance with Article 73(3) of this Agreement, the list below does not include measures concerning subsidies granted by the Parties.
3. The rights and obligations arising from the list below shall have no self-executing effect and thus confer no rights directly on natural or juridical persons.
4. In accordance with Article 76 of this Agreement, non-discriminatory requirements, such as those concerning the legal form or the obligation to obtain licences or permits applicable to all providers operating on the territory without distinction based on nationality, residency or equivalent criteria, are not listed in this Annex as they are not prejudiced by the Agreement.
5. Where the United Kingdom maintains a reservation that requires that a service supplier be a national, permanent resident or resident of its territory as a condition to the supply of a service in its territory, a reservation listed in Annex XI-C to this Agreement shall operate as a reservation with respect to establishment under this Annex, to the extent applicable.
Horizontal reservations
Most-Favoured Nation
The United Kingdom reserves the right to adopt or maintain any measure which accords differential treatment to a country pursuant to any existing or future bilateral or multilateral agreement which:
a) creates an internal market in services and investment;
b) grants the right of establishment; or
c) requires the approximation of legislation in one or more economic sectors.
An internal market on services and establishment means an area without internal frontiers in which the free movement of services, capital and persons is ensured.
The right of establishment means an obligation to abolish in substance all barriers to establishment among the parties to the regional economic integration agreement by the entry into force of that agreement. The right of establishment shall include the right of nationals of the Parties to the regional economic integration agreement to set up and operate enterprises under the same conditions provided for nationals under the law of the country where such establishment takes place.
The approximation of legislation means:
(a) the alignment of the legislation of one or more of the parties to the regional economic integration agreement with the legislation of the other Party or Parties to that agreement; or
(b) the incorporation of common legislation into the law of the parties to the regional economic integration agreement.
Such alignment or incorporation shall take place, and shall be deemed to have taken place, only at such time that it has been enacted in the law of the Party or Parties to the regional economic integration agreement.
Public utilities
Economic activities considered as public utilities at a national or local level may be subject to public monopolies or to exclusive rights granted to private operators (1).
Types of establishment
Treatment accorded to subsidiaries (of Georgian companies) formed in accordance with the law of the United Kingdom and having their registered office, central administration or principal place of business within the United Kingdom is not extended to branches or agencies established in the United Kingdom by Georgian companies .
Annex XI-E. LIST OF RESERVATIONS ON ESTABLISHMENT (GEORGIA) (1)
1. The list below indicates the economic activities where reservations to national treatment or most favoured nation treatment by Georgia pursuant to Article 76(1) of this Agreement apply to establishments and entrepreneurs of the United Kingdom.
The list is composed of the following elements:
(a) a list of horizontal reservations applying to all sectors or sub-sectors and
(b) a list of sector or sub-sector specific reservations indicating the sector or sub-sector concerned along with the reservation(s) applying.
A reservation corresponding to an activity which is not liberalised (Unbound) is expressed as follows: ‘No national treatment and most favoured nation treatment obligations’.
In the sectors, where reservation is not made by Georgia, country undertakes obligations of Article 76(1) of this Agreement without reservations (the absence of reservation in a given sector is without prejudice to horizontal reservations).
2. In accordance with Article 73(3) of this Agreement, the list below does not include measures concerning subsidies granted by the Parties.
3. The rights and obligations arising from the list below shall have no self-executing effect and thus confer no rights directly on natural or juridical persons.
4. In accordance with Article 76 of this Agreement, non-discriminatory requirements, such as those concerning the legal form or the obligation to obtain licenses or permits applicable to all providers operating on the territory without distinction based on nationality, residency or equivalent criteria, are not listed in this Annex as they are not prejudiced by the Agreement.
5. Where Georgia maintains a reservation that requires that a service supplier be a national, permanent resident or resident of its territory as a condition to the supply of a service in its territory, a reservation listed in Annex XI-G to this Agreement shall operate as a reservation with respect to establishment under this Annex, to the extent applicable.
Horizontal Reservations
Most-Favoured Nation
Georgia reserves the right to adopt or maintain any measure which accords differential treatment to a country pursuant to any existing or future bilateral or multilateral agreement which:
a) creates an internal market in services and investment;
b) grants the right of establishment; or
c) requires the approximation of legislation in one or more economic sectors.
An internal market on services and establishment means an area without internal frontiers in which the free movement of services, capital and persons is ensured.
The right of establishment means an obligation to abolish in substance all barriers to establishment among the parties to the regional economic integration agreement by the entry into force of that agreement. The right of establishment shall include the right of nationals of the Parties to the regional economic integration agreement to set up and operate enterprises under the same conditions provided for nationals under the law of the country where such establishment takes place.
The approximation of legislation means:
(a) the alignment of the legislation of one or more of the parties to the regional economic integration agreement with the legislation of the other Party or Parties to that agreement; or
(b) the incorporation of common legislation into the law of the parties to the regional economic integration agreement.
Such alignment or incorporation shall take place, and shall be deemed to have taken place, only at such time that it has been enacted in the law of the Party or Parties to the regional economic integration agreement.
Subsidies
Eligibility for subsidies may be limited to persons established in a particular geographical sub-division of Georgia. Privatization
An organization, in which the Government's share exceeds 25 %, has no right to participate as a buyer in privatization process (market access limitation).
At least one manager of a ‘corporation with limited liability’ must have his domicile in Georgia. The establishment of a branch requires a representative (natural person) with domicile in Georgia who is duly authorised by the company to fully represent it.
Annex XV. MEDIATION MECHANISM
I. Objective
The objective of this Annex is to facilitate the finding of a mutually agreed solution through a comprehensive and expeditious procedure with the assistance of a mediator.
Section 1. PROCEDURE UNDER THE MEDIATION MECHANISM
2. Request for Information
1. Before the initiation of the mediation procedure, a Party may request at any time in writing information regarding a measure adversely affecting its trade interests. The Party to which such request is made shall provide, within 20 days, a written response containing its comments on the information contained in the request.
2. Where the responding Party considers that a response within 20 days is not practicable, it shall inform the requesting Party of the reasons for the delay, together with an estimate of the shortest period within which it will be able to provide its response.
3. Initiation of the Procedure
1. A Party may request, at any time, that the Parties enter into a mediation procedure. Such request shall be addressed to the other Party in writing. The request shall be sufficiently detailed to present clearly the concerns of the requesting Party and shall:
(a) identify the specific measure at issue;
(b) provide a statement of the alleged adverse effects that the requesting Party believes the measure has, or will have, on its trade interests, and {c) explain how the requesting Party considers that those effects are linked to the measure. 2. The mediation procedure may only be initiated by mutual agreement of the Parties. The Party to which a request pursuant to paragraph 1 is addressed shall give sympathetic consideration to the request and reply by accepting or rejecting it in writing within ten days of its receipt.
4. Selection of the Mediator
1. Upon launch of the mediation procedure, the Parties shall endeavour to agree on a mediator no later than 15 days after the receipt of the reply to the request referred to in Article 3 of this Annex.
2. In the event that the Parties are unable to agree on the mediator within the time frame laid down in paragraph 1, either Party may request the chair or co-chairs of the Strategic Partnership and Cooperation Forum in Trade configuration, as set out in Article 354(3) of this Agreement, or their delegates, to select the mediator by lot from the list established under Article 259 of this Agreement. Representatives of both Parties shall be invited, with sufficient advance notice, to be present when lots are drawn. In any event, the lot shall be carried out with the Party/Parties that are present.
3. The chair or co-chairs of the Strategic Partnership and Cooperation Forum in Trade configuration, or their delegates, shall select the mediator within five working days of the request made by either Party under paragraph 2 of this Article.
4. Should the list provided for in Article 259 of this Agreement not be established at the time a request is made pursuant to Article 3 of this Annex, the mediator shall be drawn by lot from the individuals which have been formally proposed by one or both of the Parties.
A mediator shall not be a citizen of either Party, unless the Parties agree otherwise.
6. The mediator shall assist, in an impartial and transparent manner, the Parties in bringing clarity to the measure and its possible trade effects, and in reaching a mutually agreed solution. The Code of Conduct for Arbitrators and Mediators set out in Annex XVII to this Agreement shall apply to mediators, mutatis mutandis. Rules 3 through 7 (notifications) and 41 through 45 (translation and interpretation) of the Rules of Procedure of Annex XVI to this Agreement shall also apply, mutatis mutandis.
5. Rules of the Mediation Procedure
1. Within ten days after the appointment of the mediator, the Party having invoked the mediation procedure shall present, in writing, a detailed description of the problem to the mediator and to the other Party, in particular of the operation of the measure at issue and its trade effects. Within 20 days after the date of delivery of this submission, the other Party may provide, in writing, its comments to the description of the problem. Either Party may include in its description or comments any information that it deems relevant.
2. The mediator may decide on the most appropriate way of bringing clarity to the measure concerned and its possible trade effects. In particular, the mediator may organise meetings between the Parties, consult the Parties jointly or individually, seek the assistance of, or consult with, relevant experts and stakeholders and provide any additional support requested by the Parties. However, before seeking the assistance of or consulting with relevant experts and stakeholders, the mediator shall consult with the Parties.
3. The mediator may offer advice and propose a solution for the consideration of the Parties which may accept or reject the proposed solution or may agree on a different solution. However, the mediator shall not advise or give comments on the consistency of the measure at issue with this Agreement.
4. The procedure shall take place in the territory of the Party to which the request was addressed, or by mutual agreement in any other location or by any other means.
5. The Parties shall endeavour to reach a mutually agreed solution within 60 days from the appointment of the mediator. Pending a final agreement, the Parties may consider possible interim solutions, especially if the measure relates to perishable goods or seasonal goods and services.
6. The solution may be adopted by means of a decision of the Strategic Partnership and Cooperation Forum
in Trade configuration as set out in Article 354(3) of this Agreement. Either Party may make such solution subject to the completion of any necessary internal procedures. Mutually agreed solutions shall be made publicly available. The version disclosed to the public may not contain any information that a Party has designated as confidential. A Party may, for example, designate information as confidential as a result of domestic legislation.
7. On request of the Parties, the mediator shall notify to the Parties, in writing, a draft factual report, providing a brief summary of (a) the measure at issue in these procedures; (b) the procedures followed; and (c) any mutually agreed solution reached as the final outcome of these procedures, including possible interim solutions. The mediator shall provide the Parties 15 days to comment on the draft report. After considering the comments of the Parties submitted within the period, the mediator shall submit, in writing, a final factual report to the Parties within 15 days. The factual report shall not include any interpretation of this Agreement.
8. The procedure shall be terminated:
(a) by the adoption of a mutually agreed solution by the Parties, on the date of the adoption thereof;
(b) by a mutual agreement of the Parties at any stage of the procedure, on the date of that agreement;
(c) by a written declaration of the mediator, after consultation with the Parties, that further efforts at mediation would be to no avail, on the date of that declaration, or
(d) by a written declaration of a Party after exploring mutually agreed solutions under the mediation procedure and after having considered any advice and proposed solutions by the mediator, on the date of that declaration.
Section 2. IMPLEMENTATION
6. Implementation of a Mutually Agreed Solution
1. Where the Parties have agreed to a solution, each Party shall take the measures necessary to implement the mutually agreed solution within the agreed timeframe.
2. The implementing Party shall inform the other Party in writing of any steps or measures taken to implement the mutually agreed solution.
Section 3. GENERAL PROVISIONS
7. Confidentiality and Relationship to Dispute Settlement
1. Unless the Parties agree otherwise, and without prejudice to Article 5(6) of this Annex, all steps of the procedure, including any advice or proposed solution, are confidential. However, any Party may disclose to the public that mediation is taking place.
2. The mediation procedure is without prejudice to the Parties' rights and obligations under the provisions on Dispute Settlement of Chapter 14 (Dispute Settlement) of Title IV (Trade and Trade-related Matters) of this Agreement or any other agreement.
3. Consultations under Chapter 14 (Dispute Settlement) of Title [V (Trade and Trade-related Matters) of this Agreement are not required before initiating the mediation procedure. However, a Party should normally avail itself of the other available cooperation or consultation provisions in this Agreement before initiating the mediation procedure.
4. A Party shall not rely on or introduce as evidence in other dispute settlement procedures under this Agreement or any other agreement, nor shall a panel take into consideration:
(a) positions taken by the other Party in the course of the mediation procedure or information gathered under Article 5(1) and (2) of this Annex;
(b) the fact that the other Party has indicated its willingness to accept a solution to the measure subject to mediation or
(c) advice given or proposals made by the mediator.
5. A mediator may not serve as a panellist in a dispute settlement proceeding under this Agreement or under the WTO Agreement involving the same matter for which he/she has been a mediator.
8. Time-limits
Any time-limit referred to in this Annex may be modified by mutual agreement between the Parties involved in these procedures.
9. Costs
1. Each Party shall bear its own expenses derived from its participation in the mediation procedure.
2. The Parties shall share jointly and equally the expenses derived from organisational matters, including the remuneration and expenses of the mediator. The remuneration of the mediator shall be in accordance with that foreseen for the chairperson of an arbitration panel in accordance with Rule 8(e) of the Rules of Procedure.
Annex XVI. RULES OF PROCEDURE FOR DISPUTE SETTLEMENT
General provisions
1. In Chapter 14 (Dispute Settlement) of Title IV (Trade and Trade-related Matters) of this Agreement and under these Rules:
(a) "adviser" means a person retained by a Party to the dispute to advise or assist that Party in connection with the arbitration panel proceeding;
(b) "arbitrator" means a member of an arbitration panel established under Article 241 of this Agreement;
(c) "assistant" means a person who, under the terms of appointment of an arbitrator, conducts research or provides assistance to that arbitrator (1);
(d) "complaining Party" means any Party that requests the establishment of an arbitration panel under Article 240 of this Agreement;
(e) "party complained against" means the Party that is alleged to be in violation of the provisions referred to in Article 237 of this Agreement;
(f) "arbitration panel" means a panel established under Article 241 of this Agreement;
(g) "representative of a Party" means an employee or any person appointed by a government department or agency or any other public entity of a Party who represents the Party for the purposes of a dispute under this Agreement;
(h) "day" means a calendar day.
2. The Party complained against shall be in charge of the logistical administration of dispute settlement proceedings, in particular the organisation of hearings, unless otherwise agreed. The Parties shall share the expenses derived from organisational matters, including the remuneration and the expenses of the arbitrators.
Nodfications
3. Each Party to the dispute and the arbitration panel shall transmit any request, notice, written submission or other document by e-mail to the other Party, and as regards written submissions and requests in the context of arbitration to each of the arbitrators. The arbitration panel shall circulate documents to the Parties also by e-mail. Unless proven otherwise, an e-mail message shall be deemed to be received on the date of its sending. If any of the supporting documents are above ten megabytes, they shall be provided in another electronic format to the other Party and where relevant to each of the arbitrators within two days from the sending of the e-mail.
4. A copy of the documents transmitted in accordance with Rule 3 above shall be submitted to the other Party and where relevant to each of the arbitrators on the day of sending the e-mail by either facsimile transmission, registered post, courier, delivery against receipt or any other means of telecommunication that provides a record of the sending thereof.
5. All notifications shall be addressed to the Ministry of Economy and Sustainable Development of Georgia and to the Department for International Trade of the United Kingdom, or its successor, respectively.
6. Minor errors of a clerical nature in any request, notice, written submission or other document related to the arbitration panel proceeding may be corrected by delivery of a new document clearly indicating the changes.
7. If the last day for delivery of a document falls on an official legal holiday of Georgia or of the United Kingdom, the document shall be deemed delivered within the deadline on the next business day.
Commencing the arbitration
8. (a) If pursuant to Article 241 of this Agreement or to Rules 19, 20 or 46 of these Rules, an arbitrator is selected by lot, the lot shall be carried out at a time and place decided by the complaining Party to be promptly communicated to the Party complained against. The Party complained against may, if it so chooses, be present during the lot. In any event, the lot shall be carried out with the Party/Parties that are present.
(b) If pursuant to Article 241 of this Agreement or to Rules 19, 20 or 46 of these Rules an arbitrator is to be selected by lot and there are two chairpersons of the Strategic Partnership and Cooperation Forum in Trade configuration as set out in Article 354(3) of this Agreement, the lot shall be performed by both chairpersons, or their delegates. However, in cases where one chairperson or his delegate or his delegate does not accept to participate in the lot, the selection by lot shall be performed by the other chairperson alone.
(c) The Parties shall notify the selected arbitrators regarding their appointment.
(d) An arbitrator who has been appointed according to the procedure established in Article 241 of this Agreement shall confirm his/her availability to serve as member of the arbitration panel to the Strategic Partnership and Cooperation Forum in Trade configuration within five days of the date in which he/she was informed of his/her appointment.
(e) Unless the Parties to the dispute agree otherwise, they shall meet the arbitration panel within seven days of its establishment in order to determine such matters that the Parties or the arbitration panel deem appropriate, including the remuneration and expenses to be paid to the arbitrators, which will be in accordance with WTO standards. The remuneration for each arbitrator's assistant shall not exceed 50% of the remuneration of that arbitrator. Arbitrators and representatives of the Parties to the dispute may take part in this meeting via telephone or video conference.
9. (a) Unless the Parties agree otherwise within five days from the date of the selection of the arbitrators, the terms of reference of the arbitration panel shall be: "To examine, in the light of the relevant provisions of the Agreement invoked by the parties to the dispute, the matter referred to in the request for establishment of the arbitration panel, to rule on the compatibility of the measure in question with the provisions referred to in Article 237 of the Strategic Partnership and Cooperation Agreement and to make a ruling in accordance with Article 243 of that Agreement".
(b) The Parties shall notify the agreed terms of reference to the arbitration panel within three days of their agreement.
Initial submissions
10. The complaining Party shall deliver its initial written submission no later than 20 days after the date of establishment of the arbitration panel. The Party complained against shall deliver its written counter-submission no later than 20 days after the date of receipt of the initial written submission.
Working of arbitration panels
11. The chairperson of the arbitration panel shall preside at all its meetings. An arbitration panel may delegate to the chairperson authority to make administrative and procedural decisions.
12. Unless otherwise provided in Chapter 14 (Dispute Settlement) of Title IV (Trade and Trade-related Matters) of this Agreement, the arbitration panel may conduct its activities by any means, including telephone, facsimile trans- missions or computer links.
13. Only arbitrators may take part in the deliberations of the arbitration panel, but the arbitration panel may permit its assistants to be present at its deliberations.