4. Substantive obligations in other international investment treaties and other trade agreements do not in themselves constitute “treatment”, and thus cannot give rise to a breach of this Article, in the absence of measures adopted or maintained by a Party pursuant to those obligations. 5. For greater certainty, whether treatment is accorded in “like circumstances” under this Article depends on the totality of the circumstances, including whether the relevant treatment distinguishes between investors in financial institutions, investments in financial institutions, financial institutions, financial services, or financial service suppliers on the basis of legitimate public policy objectives. 6. Paragraph 1 prohibits discrimination based on nationality. A difference in treatment accorded to an investor of the other Party in a financial institution, that investor’s investment in a financial institution, or a financial institution of the other Party and a non-Party’s investors in financial institutions, investments of a non-Party’s investors in financial institutions, or a non-Party’s financial institutions, does not, in and of itself, establish discrimination based on nationality. Article 10.5: Market Access for Financial Institutions5 A Party shall not adopt or maintain with respect to a financial institution of the other Party or an investor of the other Party seeking to establish a financial institution, either on the basis of a regional subdivision or on the basis of its entire territory, a measure that: (a) imposes alimitation on: (i) the number of financial institutions whether in the form of numerical quotas, monopolies, exclusive service suppliers, or the requirement of an economic needs test; (ii) the total value of financial service transactions or assets in the form of numerical quotas or the requirement of an economic needs test; (iii) the total number of financial service operations or the total quantity of financial services output expressed in terms of designated numerical units in the form of quotas or the requirement of an economic needs test;6 (iv) the total number of natural persons that may beemployed in a particular financial service sector or that a financial institution may employ and who are necessary for, and directly related to, the supply of a specific financial service in the form of numerical quotas or the requirement of an economic needs test; or (b) restrictsor requiresa specific type of legal entity or joint venture through which a financial institution may supply a service. Article 10.6: Cross-Border Trade 1. Each Party shall permit, under terms and conditions that accord national treatment, a cross-border financial service supplier of the other Party to supply the financial services specified in Annex 10-A (Cross-Border Trade). 5 For the purposes of aParty’s reservations pursuantto Article 10.10.1 and 10.10.2 (Non-ConformingMeasures), a limitation on theparticipationof foreign capital by way of a maximumpercentage limit on foreign shareholdingor the total value ofindividualor aggregate foreigninvestment is reserved against Article 10.3 (National Treatment) to the extent a limitation is inconsistentwith that Article. 6 Subparagraph (a)(iii) does notcover a measureof a Party that limits inputs forthe supply of financial services. 2. Article 10.5 (Market Access for Financial Institutions) applies to the treatment of a cross-border financial service supplier of the other Party supplying the financial services specified in Annex 10-A (Cross-Border Trade). For the purposes of this Article, a measure that a Party “shall not adopt or maintain with respect to a financial institution of the other Party or an investor of the other Party” under Article 10.5 (Market Access for Financial Institutions) refers to a measure relating to a cross-border financial service supplier of the other Party supplying the financial services specified in Annex 10-A (Cross-Border Trade). 3. Each Party shall permit persons located in its territory, and its nationals wherever located, to purchase financial services from a cross-border financial service supplier of the other Party located in the territory of the other Party. This obligation does not require a Party to permit a cross-border financial service supplier of the other Party to do business or solicit in its territory. Each Party may define “doing business” and “solicitation” for the purposes of this obligation provided that those definitions are not inconsistent with paragraph 1. 4. Without prejudice to other means of prudential regulation of cross-border trade in financial services, a Party may require the registration or authorisation of a cross-border financial service supplier of the other Party and of a financial instrument. Article 10.7: New Financial Services7 Each Party shall permit a financial institution of the other Party to supply a new financial service that the Party would permit its own financial institutions, in like circumstances, to supply without adopting a law or modifying an existing law.8 Notwithstanding Article 10.5(b) (Market Access for Financial Institutions), a Party may determine the institutional and juridical form through which the new financial service may be supplied and may require authorisation for the supply of the service. If a Party requires a financial institution to obtain authorisation to supply a new financial service, the Party shall decide within a reasonable period of time whether to issue the authorisation and may refuse the authorisation for prudential reasons, but not solely for the reason that the service is not supplied by any financial institution in its territory. Article 10.8: Treatment of Customer Information This Chapter does not require a Party to disclose information related to the financial affairs and accounts of individual customers of financial institutions or cross-border financial service suppliers. 7 The Parties understand that nothing in this Articleprevents a financial institution of a Party fromapplyingto theother Party to request that it authorisethe supply of a financial servicethat is notsupplied intheterritory of either Party. That application shall besubject tothelaw of theParty to which theapplication is made and, for greater certainty,shallnot be subject to this Article. 8 For greater certainty,a Party may issue a new regulation or other subordinate measure in permitting the supplyof the new financial service. Article 10.9: Senior Management and Boards of Directors 1. A Party shall not require a financial institution of the other Party to engage a natural person of a particular nationality as senior managerial or other essential personnel. 2. A Party shall not requirethat more than a simple majority of the board of directors of a financial institution of the other Party be composed of nationals of the Party, persons residing in the territory of the Party, or a combination thereof. 3. A Party should encourage financial institutions to consider greater diversity in senior management positions or on theirboard of directors, which may include a requirement to nominate women. Article 10.10: Non-Conforming Measures 1. Article 10.3 (National Treatment), Article 10.4 (Most-Favoured-Nation Treatment), Article 10.5 (Market Access for Financial Institutions), Article 10.6 (Cross-Border Trade), and Article 10.9 (Senior Management and Boards of Directors) do not apply to: (a) any existing non-conforming measure that is maintained by a Party at: (i) the central level of government, as set out by that Party in Section A of its Schedule to Annex III; (ii) a regional level of government, as set out by that Party in Section A of its Schedule to Annex III; or (iii) agovernment other than the central or regional levels. (b) the continuation or prompt renewal of any non-conforming measure referred to in subparagraph (a); or (c) an amendment to any non-conforming measure referred to in subparagraph (a) to the extent that the amendment does not decrease the conformity of the measure as it existed: (i) immediately before the amendment with Article 10.3 (National Treatment), Article 10.4 (Most-Favoured-Nation Treatment), Article 10.5 (Market Access for Financial Institutions), or Article 10.9 (Senior Management and Boards of Directors);9 or (ii) on the date of entry into force of thisAgreement for the Party applying the non-conforming measure, with Article 10.6 (Cross-Border Trade). 2. Article 10.3 (National Treatment), Article 10.4 (Most-Favoured-Nation Treatment), Article 10.5 (Market Access for Financial Institutions), Article 10.6 (Cross-Border Trade), and Article 10.9 (Senior Management and Boards of Directors) do not apply to a measure that a Party adopts or maintains with respect to a sector, subsector, or an activity, as set out by that Party in Section B of its Schedule to Annex III. 9 For Indonesia, Annex 10-B(Transition for the Applicationof Article 10.10.1(c)(i) (Non-Conforming Measures)), applies. 3. A non-conforming measure, set out in a Party’s Schedule to Annex I-A, I-B, or II as not subject to Article 13.6 (Investment – National Treatment), Article 13.7 (Investment – Most-Favoured-Nation Treatment), Article 13.13 (Investment – Senior Management and Boards of Directors), Article 8.3 (Trade in Services – National Treatment), or Article 8.4 (Trade in Services – Most-Favoured-Nation Treatment), shall be treated as a non-conforming measure not subject to Article 10.3 (National Treatment), Article 10.4 (Most-Favoured-Nation Treatment) or Article 10.9 (Senior Management and Boards of Directors), as the case may be, to the extent that the measure, sector, subsector, or activity set out in the entry is covered by this Chapter. 4. In respect of intellectual property rights, a Party may derogate from Article 10.3 (National Treatment) and Article 10.4 (Most-Favoured-Nation Treatment) in a manner that is consistent with: (a) Article 14.10 (Intellectual Property – National Treatment); (b) the TRIPS Agreement, if the derogation relates to matters not addressed by Chapter 14 (Intellectual Property); or (c) an amendment of or waiver to the TRIPS Agreement in force for both Parties. 5. Within three years of thedate of entry into force of this Agreement, Section A of Indonesia’s Schedule to Annex III shall be amended in accordance with Article 26.2 (Final Provisions – Amendments) to include all non-conforming measures not otherwise listed in Section A of its Schedule to Annex III on the date of signature of this Agreement provided that any such amendment shall: (a) be limited to a measure that was non-conforming on December 1, 2024; and (b) not be any less favourable than Indonesia’s commitments in respect of financial services under an international trade agreement providing market access for financial services in force prior to the signing of this Agreement, except those committed among ASEAN Member States under the framework of the ASEAN Economic Community. Article 10.11: Exceptions 1. Notwithstanding any other provisions of this Chapter and Agreement except for Chapter 2 (National Treatment and Market Access for Goods), Chapter 3 (Rules of Origin and Origin Procedures), Chapter 4 (Customs Procedures and Trade Facilitation), Chapter 5 (Sanitary and Phytosanitary Measures), Chapter 6 (Technical Barriers to Trade), and Chapter 7 (Trade Remedies), a Party shall not be prevented from adopting or maintaining a measure for prudential reasons,10,11 including for the protection of investors, depositors, policy holders, or persons to whom a fiduciary duty is owed by a financial institution or cross-border financial service supplier or to ensure the integrity and stability of the financial system. If the measure does not conform with the provisions of this Agreement to which this exception applies, the measure shall not be used as a means of avoiding the Party’s commitments or obligations under those provisions. 2. Nothing in this Chapter, Chapter 8(Trade in Services), Chapter 11 (Telecommunications) including specifically Article 11.22 (Telecommunications – Relation to Other Chapters), Chapter 12 (Electronic Commerce), or Chapter 13 (Investment), applies to a non-discriminatory measure of general application taken by a central bank or monetary authority, or a financial services authority12, of a Party, in pursuit of monetary and related credit policies or exchange rate policies. This paragraph does not affect a Party’s obligations under Article 13.11 (Investment – Transfer of Funds) or Article 8.12 (Trade in Services – Payments and Transfers). 3. Notwithstanding Article 8.12 (Trade in Services –Payments and Transfers) and Article 13.11 (Investment – Transfer of Funds), as incorporated into this Chapter, a Party may prevent or limit a transfer by a financial institution or a cross-border financial service supplier to, or for the benefit of, an affiliate of or person related to that institution or supplier, through the equitable, non-discriminatory, and good faith application of a measure relating to maintenance of the safety, soundness, integrity, or financial responsibility of a financial institution or a cross-border financial service supplier. This paragraph does not prejudice any other provision of this Agreement that permits a Party to restrict transfers. 10 The Parties understand that theterm “prudential reasons” includes themaintenance ofthe safety, soundness, integrity, security, or financial responsibility of individual financialinstitutions or cross-border financial service suppliers, the safety,security,andfinancial and operational integrity ofpayment and clearing systems, and addressing threats to the integrity and security offinancial institutions or cross-border financial servicesuppliers, including threats arising from foreign interference. 11 For greater certainty,if a measurechallengedunder Section Dof Chapter 13 (Investment) is determined tohavebeen adopted ormaintainedby aPartyfor prudential reasons in accordancewith procedures in Article 10.24 (Investment Disputes in Financial Services), atribunal shall find that themeasure is notinconsistentwith theParty’s obligations in this Agreement and accordingly shall not award any damages with respect to thatmeasure. 12 The Parties confirm their understanding that, in the case of Indonesia, for the purposes of this Article, “financial services authority” refers to Otoritas Jasa Keuangan,or its successors. 4. For greatercertainty, nothing in this Chapter shall be construed to prevent a Party from adopting or enforcing a measure necessary to secure compliance with laws or regulations that are not inconsistent with this Chapter, including those relating to the prevention of deceptive and fraudulent practices or to deal with the effects of a default on financial services contracts, subject to the requirement that the measure is not applied in a manner that would constitute a means of arbitrary or unjustifiable discrimination between countries where like conditions prevail, or a disguised restriction on investment in financial institutions orcross-border trade in financial services as covered by this Chapter. Article 10.12: Recognition 1. A Party may recognise a prudential measure of a non-Party in the application of a measure covered by this Chapter. That recognition may be: (a) accorded autonomously; (b) achieved through harmonisation or other means; or (c) based upon an agreement or arrangement with the non-Party. 2. A Party that accords recognition of prudential measures under paragraph 1(a) or (b)shall provide adequate opportunity to the other Party to demonstrate that circumstances exist in which there are or would be equivalent regulation, oversight, implementation of regulation, and, if appropriate, procedures concerning the sharing of information between the Parties. 3. If a Party accords recognition of prudential measures under paragraph 1(c) and the circumstances set out in paragraph 2 exist, that Party shall provide adequate opportunity to the other Party to negotiate accession to the agreement or arrangement, or to negotiate a comparable agreement or arrangement. 4. For greater certainty, nothing in Article 10.4 (Most-Favoured-Nation Treatment) requires a Party to accord recognition to prudential measures of the other Party. Article 10.13: Transparency 1. Annex 8-A (Development and Administration of Measures), Chapter 21 (Good Regulatory Practices and Regulatory Cooperation), and Section B (Transparency) of Chapter 22 (Transparency, Anti-Corruption, and Responsible Business Conduct) do not apply to a measure relating to this Chapter. 2. The Parties recognise that transparent regulations and policies governing the activities of financial institutions and cross-border financial service suppliers are important in facilitating their ability to gain access to and operate in each other’s markets. Each Party commits to promote regulatory transparency in financial services. 3. Each Party shall ensure that all measures of general application to which this Chapter applies are administered in a reasonable, objective, and impartial manner. 4. Each Party shall, to the extent practicable: (a) publish in advance any regulation that it proposes to adopt and the purpose of the regulation; and (b) provide interested persons and the other Partywith a reasonable opportunity to comment on that proposed regulation. 5. At the time that it adopts a final regulation, a Party should, to the extent practicable and in a manner consistent with its legal system or practice for adopting measures, address in writing the substantive comments received from interested persons with respect to the proposed regulation.13 6. To the extent practicable, each Party should allow a reasonable period of time between publication of a final regulation of general application and the date when it enters into effect. 7. Each Party shall ensure that the rules of general application adopted or maintained by a self-regulatory organisation of the Party are promptly published or otherwise made available in a manner that enables interested persons to become acquainted with them. 8. Each Party shall maintain or establish appropriate mechanisms for responding to inquiries from interested persons regarding measures of general application covered by this Chapter. Article 10.14 Processing of Applications 1. If a Party requires authorisation for the supply of a financial service, it shall ensure that its financial regulatory authorities: (a) to the extent practicable, permit an applicant to submit an application at any time throughout the year;14 (b) allow a reasonable period for the submission of an application if specific time periods for applications exist; (c) providetoservice suppliersand personsseeking to supply a service the information necessary to comply with the requirements and procedures for obtaining, maintaining, amending, and renewing that authorization; (d) to the extent practicable, provide an indicative timeframe for the processing of an application; (e) at the request of the applicant, provide without undue delay information concerning the status of the application; (f) endeavour to accept applications in electronic format; (g) accept copies of documents that are authenticated in accordance with the Party’s laws and regulations, in place of original documents, unless the financial regulatory authority requires original documents to protect the integrity of the authorization process; 13 For greater certainty,a Party may address those comments collectivelyonan official governmentwebsite. 14 A financial regulatory authorityis not required to start considering an applicationoutsideof itsofficial working hours and working days. (h) in the case of an application considered complete under the Party’s laws and regulations15, within a reasonable period of time and taking into account the available resources of the financial regulatory authority, after the submission of the application, ensure that: (i) the processing of an application is completed; and (ii) the applicant is informed of the decision concerning the application, to the extent possible in writing;16 (i) in the case of an application considered incomplete under the Party’s laws and regulations, within a reasonable period of time and taking into account the available resources of the financial regulatory authority, to the extent practicable: (i) inform the applicant that the application is incomplete; (ii) at the request of the applicant, identify the additional information required to complete the application and provide guidance on why the application is considered incomplete; and (iii) provide the applicant with the opportunity to provide the additional information that is required to complete the application;17 however, if none of the above is practicable, and the application is rejected due to incompleteness, ensure that the applicant is informed within a reasonable period of time; (j) if an application is rejected, to the extent practicable, either upon the financial regulatory authority’s own initiative or upon request of the applicant, inform the applicant of the reasons for rejection and, if applicable, the procedures for resubmission of an application. An applicant should not be prevented from submitting another application solely on the basis that an application has been previously rejected;18 and (k) ensure that authorisation, once granted, enters into effect without undue delay, subject to applicable terms and conditions.19 2. Each Party shall ensure, with respect to an authorisation fee charged by a financial regulatory authority, that the financial regulatory authority provides an applicant with a schedule of fees or information on how fee amounts are calculated, and that it does not use the fees as a means of avoiding the Party’s commitments or obligations under this Chapter.20 15 A financial regulatory authority may require that all information in an application is submitted in a specific format to consider itcomplete for processing. 16 “In writing” may include inelectronic form. 17 For greater certainty, this opportunity does not require a financial regulatory authority to provide an extension of a deadline. 18 A financial regulatory authoritymay require that the content ofthis applicationbe revised. 19 A financial regulatory authorityis not responsible for delay duetoreasons outside ofits competence. 20 An authorisation fee does not include a fee for the use of natural resources, payments for auction, tendering, or other non-discriminatory means ofawarding concessions, or mandatedcontributions touniversal serviceprovision. 3. If a Party adopts or maintains a measure with respect to an authorisation requirement or procedure for the supply of a financial service, it shall ensure that: (a) the financial regulatory authority reaches and administers its decisions in a manner independent from any supplier of the service for which authorisation is required;21 (b) such a measure isbased on objective and transparent criteria;22 (c) the procedure is impartial, and that the procedure is adequate for an applicant to demonstrate whether it meets the requirement, if such requirement exists; and (d) the procedure doesnot in itself unjustifiably prevent fulfilment of a requirement. Article 10.15: Self-Regulatory Organisations If a Party requires a financial institution or a cross-border financial service supplier of the other Party to be a member of, participate in, or have access to, a self-regulatory organisation in order to provide a financial service in or into its territory, it shall ensure that the self-regulatory organisation observes the obligations under Article 10.3 (National Treatment) and Article 10.4 (Most-Favoured-Nation Treatment). Article 10.16: Payment and Clearing Systems23 Under terms and conditions that accord national treatment, each Party shall grant a financial institution of the other Party established in its territory access to payment and clearing systems operated by public entities, and to official funding and refinancing facilities available in the normal course of ordinary business. This Article is not intended to confer access to the Party’s lender of last resort facilities. Article 10.17: Expedited Availability of Insurance Services TheParties recognise the importance of maintaining and developing regulatory procedures to expedite the offering of insurance services by licensed suppliers. If a Party maintains regulatory product approval procedures, that Party shall endeavour to maintain or improve those procedures. 21 This provisiondoes not mandate a particular administrative structure; it refers to the decision-making processand administering ofdecisions. 22 Criteria may include, amongother things, competence and the ability to supply a service, including to do soina manner consistentwith a Party’s regulatory requirements. A financial regulatory authority may assess the weight to be givento each criterion. 23 For greater certainty,a Partyneed not grant access under this Article to afinancial institution of theother Party established in its territory if this accessis not granted in likecircumstances to its own financial institutions. Article 10.18: Performance of Back-Office Functions 1. TheParties recognise that the performance of theback-officefunctions of a financial institution in its territory by the head office or an affiliate of the financial institution, or by an unrelated service supplier, either inside or outside its territory, is important to the effective management and efficient operation of that financial institution. While a Party may require a financial institution to ensure compliance with any domestic requirements applicable to those functions, the Parties recognise the importance of avoiding the imposition of arbitrary requirements on the performance of those functions. 2. For greatercertainty, nothing in paragraph 1 alters any other provision of this Agreement or prevents a Party from requiring a financial institution in its territory to retain certain back-office functions in that territory. Article 10.19: Transfer of Information Each Party shall allow a covered person to transfer information in electronic or other form, into and out of its territory, for data processing if the processing is required as part of the covered person’s ordinary course of business. Nothing in this Article restricts the right of a Party to adopt or maintain a measure to: (a) protect personal data, personal privacy, or the confidentiality of individual records and accounts; (b) require a financial institution to comply with a measure related to data management;24 or (c) require a financial institution to obtain prior authorisation from the relevant regulator to designate a particular enterprise as a recipient of this information, based on prudential considerations;25 provided that this right is not used as a means of avoiding the Party’s commitments or obligations under this Article. Article 10.20: Financial Services Committee 1. The Parties hereby establish a Financial Services Committee. The principal representative of each Party shall be an official of the Party’s authority responsible for financial services set out in Annex 10-C (Authorities Responsible for Financial Services). 2. The Financial Services Committee shall: (a) supervise the implementation of this Chapter and its further elaboration; 24 The Parties understand that a measurerelated to data management means a measurepertaining to the processes by which data is acquired, validated,protected, and stored. 25 For greater certainty,this requirement is withoutprejudice to othermeans of prudential regulation. (b) consider issues regarding financial services that are referred to it by a Party; and (c) participate in the dispute settlement procedures in accordance with Article 10.24 (Investment Disputes in Financial Services). 3. The Financial Services Committee shall meet as the Parties decide to assess the functioning of this Agreement as it applies to financial services. The Financial Services Committee shall inform the Joint Committee, established under Article 23.1 (Administrative and Institutional Provisions – Establishment of the Joint Committee) of the results of any meeting. Article 10.21: Review of Financial Services Commitments 1. The Financial Services Committee shall, within three years of the date ofentry into force of this Agreement, but no later than five years, and every three years thereafter, unless otherwise agreed, hold consultations to review the Parties’ respective non.conforming measures referred to in paragraphs 1 and 2 of Article 10.10 (Non-Conforming Measures). The Parties shall, without prejudice to the result, hold these consultations with a view to increasing the conformity of these non-conforming measures with this Agreement and further improving the Chapter commitments, including, but not limited to, the application of Article 10.10.1(c)(i) (Non-Conforming Measures). 2. The Financial Services Committee shall inform the Joint Committee of the results of these reviews. Article 10.22: Consultations 1. A Party may request, in writing, consultations with the other Party regarding any matter arising under this Agreement that affects financial services. The other Party shall give sympathetic consideration to the request to hold consultations. The consulting Parties shall report the results of their consultations to the Financial Services Committee. 2. Consultations under this Article shall include officials of the authorities specified in Annex 10-C (Authorities Responsible for Financial Services). 3. For greatercertainty, nothing in this Article shall be construed torequireaParty to derogate from its law regarding sharing of information between financial regulators or the requirements of an agreement or arrangement between financial authorities of the Parties, or to require a regulatory authority to take any action that would interfere with specific regulatory, supervisory, administrative, or enforcement matters. Article 10.23: Dispute Settlement 1. Chapter 24(Dispute Settlement) shall apply as modified by this Article to the settlement of disputes arising under this Chapter. 2. Consultations under Article 24.5 (Dispute Settlement –Consultations) shall include officials of the authorities specified in Annex 10-C (Authorities Responsible for Financial Services). 3. For disputes arising under this Chapter or a dispute in which a Party invokes Article 10.11 (Exceptions), when selecting panellists to compose a panel under Article 24.8 (Dispute Settlement – Panel Composition), each Party shall select panellists so that: (a) the chairperson has expertise or experience in financial services law or practice, such as the regulation of financial institutions, and meets the qualifications set out in Article 24.9 (Dispute Settlement – Qualifications of Panellists); and (b) each of the other panellists: (i) has expertise or experience in financial services law or practice, such as the regulation of financial institutions, and meets the qualifications set out in paragraph 1(b) through 1(f) of Article 24.9 (Dispute Settlement – Qualifications of Panellists); or (ii) meets the qualifications set out in Article 24.9(Dispute Settlement – Qualifications of Panellists). 4. If a Party seeks to suspend benefits in the financial services sector, a panel that reconvenes to make a determination on the proposed suspension of benefits, in accordance with Article 24.13 (Dispute Settlement – Non-Implementation – Suspension of Benefits), shall seek the views of financial services experts, as necessary. 5. Notwithstanding Article 24.13(Dispute Settlement –Non-Implementation – Suspension of Benefits), when a panel’s determination is that a Party’s measure is inconsistent with this Agreement and the measure affects: (a) only a sector other than the financial services sector, the complaining Party may not suspend benefits in the financial services sector; or (b) the financial services sector and another sector, the complaining Party may not suspend benefits in the financial services sector that have an effect that exceeds the effect of the measure in the complaining Party’s financial services sector. Article 10.24: Investment Disputes in Financial Services 1. If a dispute under Section D of Chapter 13 (Investment) involves a measure referred to in Article 10.2 (Scope), arbitrators shall be selected in accordance with Article 13.28 (Investment – Arbitrators) as modified in this Article, such that: (a) the presiding arbitrator has expertise or experience in financial services law or practice, such as the regulation of financial institutions, and meets the qualifications set out in Article 13.28 (Investment – Arbitrators); and (b) each of the other arbitrators of the Tribunal: (i) meets the qualifications set out in Article 13.28(Investment – Arbitrators); or (ii) hasexpertise or experience in financial services law or practice, such as the regulation of financial institutions, and meets the qualifications set out in paragraphs 3, 6, and 7 of Article 13.28 (Investment – Arbitrators). 2. If an investor of a Party submits a claim to arbitration under Section D of Chapter 13 (Investment), and the respondent Party asserts a defence under Article 10.11 (Exceptions) the respondent Party shall, no later than the date the Tribunal fixes for the respondent Party to submit its principal submission on the merits, such as the counter-memorial, submit in writing to the authorities responsible for financial services of the Party of the claimant, as set out in Annex 10-C (Authorities Responsible for Financial Services), a request for a joint determination by the authorities responsible for financial services of the Parties on the issue of whether and to what extent Article 10.11 (Exceptions) is a valid defence to the claim. The respondent Party shall provide the Tribunal, if constituted, a copy of its request. The Tribunal may proceed to hear the claim only as provided in paragraphs 4, 5, and 6. 3. With respect to the joint determination by the authorities of the Parties referred to in paragraph 2: (a) theauthorities of the Parties shall have 75 days from the date of the receipt of the request to exchange positions; (b) theauthorities of the Parties shall have 75 days from the exchange of positions in subparagraph (a) to make a joint determination; (c) ifa joint determination is made under subparagraph (b) the authorities of either Party shall transmit their decision to the disputing parties and the Tribunal, if constituted; and (d) ifthe authorities of the Parties have not made a joint determination under subparagraph (b), either Party may request, within 160 days of the receipt of the request for a joint determination, a panel to be established under Chapter 24 (Dispute Settlement) to decide whether and to what extent the paragraph asserted is a valid defence to the claim. A Party may request the establishment of a panel without having to request consultations under Article 24.5 (Dispute Settlement – Consultations). The panel shall transmit its decision to the disputing parties and to the Tribunal, if constituted. 4. If it is determined in the joint determination referred to in subparagraph 3(b) or the decision of the panel referred to in subparagraph 3(d) that the paragraph asserted is a valid defence to all parts of the claim, the claimant is deemed to have withdrawn its claim and to have discontinued the proceeding, with prejudice. The Tribunal, if constituted, shall take note of the discontinuance in an order, after which the authority of the Tribunal shall cease. 5. If it is determined in the joint determination referred to in subparagraph 3(b) or the decision of the panel referred to in subparagraph 3(d) that the paragraph asserted is only a valid defence to a part of the claim, the claimant is deemed to have withdrawn that part of the claim and to have discontinued that part of the proceedings, with prejudice. The Tribunal shall take note of the discontinuance of that part of the claim in an order and shall not proceed with the part of the claim for which the paragraph asserted is determined to be a valid defence. 6. If the authorities of the Parties do not make a joint determination under subparagraph 3(b) and no request for the establishment of a panel has been made under subparagraph 3(d), the Tribunal may decide the matter, provided that: (a) in addition to the disputing parties, the Party of the claimant may make oral or written submissions to the Tribunal regarding the issue of whether and to what extent the paragraph asserted is a valid defence to the claim prior to the Tribunal deciding this issue. Unless it makes a submission, the Party of the claimant shall be presumed, for the purposes of the arbitration, to take a position on the application of the paragraph asserted that is not inconsistent with that of the respondent Party; and (b) the Tribunal shall draw no inference regarding the application of the paragraph asserted from the fact that the authorities of the Parties have not made a joint determination as described in subparagraph 3(b). 7. For the purposes of this Article, the definitions of the following terms set out in Article 13.1 (Investment – Definitions) are incorporated, mutatis mutandis: “claimant”, “disputing parties”, “disputing party”, and “respondent Party”. ANNEX 10-A CROSS-BORDER TRADE 1. Canada26 Insurance and insurance-related services 1. Article 10.6(Cross-Border Trade) appliesto the cross-border supply of or trade in financial services, as defined in subparagraph (a) of the definition of “cross-border supply of financial services” in Article 10.1 (Definitions), with respect to: (a) insurance of risks relating to: (i) maritime transport and commercial aviation and space launching and freight (including satellites), with such insurance to cover any or all of the following: the goods being transported, the vehicle transporting the goods, and any liability deriving therefrom; and (ii) goods in international transit; (b) reinsurance and retrocession; (c) services auxiliary to insurance, as described in subparagraph (d) of the definition of “financial service” in Article 10.1 (Definitions); and (d) insurance intermediation, such as brokerageand agency, as referred to in subparagraph (c) of the definition of “financial service” in Article 10.1 (Definitions), of insurance of risks related to services listed in subparagraphs (a) and (b) of this paragraph. Banking and other financial services (excluding insurance) 2. Article 10.6(Cross-Border Trade) appliesto the cross-border supply of or trade in financial services, as defined in subparagraph (a) of the definition of “cross-border supply of financial services” in Article 10.1 (Definitions), with respect to: (a) provision and transfer of financial information, and financial data processing, as referred to in subparagraph (o) of the definition of “financial service” in Article 10.1 (Definitions); and (b) advisory and otherauxiliary financial services, and credit reference and analysis, excluding intermediation, relating to banking and other financial services, as referred to in subparagraph (p) of the definition of “financial service” in Article 10.1 (Definitions). 26 For greater certainty,Canada requiresthat across-border financial services supplier maintain alocal agent and records in Canada. Portfolio Management Services 3. Article 10.6(Cross-Border Trade) appliesto the cross-border supply of or trade in financial services, as defined in subparagraph (a) of the definition of “cross-border supply of financial services” in Article 10.1 (Definitions), with respect to the following services if they are provided to a collective investment scheme located in Canada: (a) investment advice; and (b) portfolio management services; excluding: (i) trustee services;and (ii) custodial services and execution services that are not related to managing a collective investment scheme. 4. For the purposes of paragraph 3, in Canada, a collective investment scheme means, an “investment fund”as defined under the relevant Securities Act.27 2. Indonesia Non-Banking Financial Services 5. Article 10.6 (Cross-Border Trade) appliesto the cross-border supply of or trade in financial services, as defined in subparagraph (a) of the definition of “cross-border trade in financial services or cross-border supply of financial services” in Article 10.1 (Definitions), with respect to reinsurance (including retrocession) services, as referred to in subparagraph (b) of the definition of “financial service” in Article 10.1 (Definitions);28 Banking 6. Article 10.6 (Cross-Border Trade) appliesto the cross-border supply of or trade in financial services, as defined in subparagraph (a) of the definition of “cross-border trade in financial services or cross-border supply of financial services” in Article 10.1 (Definitions), with respect to: (a) financial leasing services relating to banking and other financial services, as referred to in subparagraph (g) of the definition of “financial service” in Article 10.1 (Definitions). (b) Factoring services and consumer finance services relating to banking and other financial services, as referred to in subparagraph (f) of the definition of “financial service” in Article 10.1 (Definitions). 27 In Canada,a financial institutionorganizedin the territory of another Party canonly provide custodial services to a collective investment schemelocated in Canada if the financial institutionhas shareholders’ equity equivalent to at least CAD $100 million. 28 A reinsurance service supplier from the other Party must berated a minimum of BBB by Standardand Poor’s,or its equivalent. ANNEX 10-B TRANSITION FOR THE APPLICATION OF ARTICLE 10.10.1(c)(i) (NON-CONFORMING MEASURES) 1. For Indonesia, Article 10.3 (National Treatment), Article 10.4 (Most-Favoured-Nation Treatment), Article 10.5 (Market Access for Financial Institutions), and Article 10.9 (Senior Management and Boards of Directors) does not apply to an amendment to any existing non-conforming measure referred to in Article 10.10.1(a) (Non-Conforming Measures) to the extent that the amendment does not decrease the conformity of the measure as it existed on the date of entry into force of this Agreement. 2. Notwithstanding paragraph 1, Article 10.10.1(c)(i) (Non-Conforming Measures) of this Chapter appliesto Indonesia as of the date agreed by the Parties further to Article 10.21 (Review of Financial Services Commitments), or as of the date Indonesia enters into a free trade agreement that contains a provision similar to Article 10.10.1(c)(i) (Non-Conforming Measures), whichever comes first. 3. During the transition period provided in this Annex, Indonesia shall not withdraw a right or benefit from: (a) a financial institution of the other Party; or (b) investors of the other Party, and investments of those investors, in financial institutions in Indonesia’s territory, in reliance on which such persons have been permitted, licensed, or otherwise authorised to invest in financial institutions or supply a financial service, through an amendment to any non-conforming measure referred to in Article 10.10.1(a) (Non-Conforming Measures) that decreases the conformity of the measure, as it existed immediately before the amendment. ANNEX 10-C AUTHORITIES RESPONSIBLE FOR FINANCIAL SERVICES The authorities for each Party responsible for financial services are: (a) for Canada, the Department of Finance of Canada; and (b) forIndonesia, the Ministry of Finance, Otoritas Jasa Keuangan, and Bank Indonesia.

Chapter 11. TELECOMMUNICATIONS

Article 11.1: Definitions For the purposes of this Chapter: cost-oriented means based on cost, and may include a reasonable profit, and may involve different cost methodologies for different facilities or services; end-user means a final consumer of, or subscriber to, a public telecommunications service, including a service supplier other than a supplier of public telecommunications services; enterprise means an “enterprise” as defined in Article 1.5 (Initial Provisions and General Definitions – General Definitions) and a branch of an enterprise; essential facilities means facilities of a public telecommunications network or service that: (a) are exclusively or predominantly provided by a single or limited number of suppliers; and (b) cannot feasibly be economically or technically substituted in order to supply a service; interconnection means linking with suppliers providing public telecommunications networks or services to allow the users of one supplier to communicate with users of another supplier and to access services provided by another supplier; leased circuits means telecommunications facilities between two or more designated points that are set aside for the dedicated use of, or availability to, particular users; licence means any authorisation that a Party may require of a person, in accordance with its laws and regulations, in order for that person to offer a telecommunications network or service, including concessions, permits, or registrations; major supplier means a supplier that has the ability to materially affect the terms of participation (having regard to price and supply) in the relevant market for public telecommunications networks or services as a result of: (a) control over essential facilities; or (b) the use of its position in the market; network element means a facility or equipment used in supplying a public telecommunications service, including features, functions, and capabilities provided by means of that facility or equipment; non-discriminatory means treatment no less favourable than that accorded to any other user of like public telecommunications networks or services in like circumstances; physical co-location means access to space in order to install, maintain, or repair equipment at premises owned or controlled and used by a major supplier to supply public telecommunications services; public telecommunications network means public telecommunications infrastructure used to provide public telecommunications services between and among defined network termination points; public telecommunications service means any telecommunications service required, explicitly or in effect, by a Party to be offered to the public generally. Such services may include telegraph, telephone, telex, and data transmission typically involving the real-time transmission of customer-supplied information between two or more defined points without any end-to-end change in the form or content of the customer’s information; reference interconnection offer means an interconnection offer extended by a major supplier and filed with, approved by, or determined by a telecommunications regulatory body that sufficiently details the terms, rates and conditions for interconnection so that a supplier of a public telecommunications service that is willing to accept it may obtain interconnection with the major supplier on that basis, without having to engage in negotiations with the major supplier concerned; telecommunications means the transmission and reception of signals by electromagnetic means; telecommunications regulatory body means a body or bodies responsible for the regulation of telecommunications; and user means an end-user or a supplier of public telecommunications networks or services. Article 11.2: Scope of Application 1. This Chapter applies to: (a) a measure relating to access to and use of public telecommunications networks or services; (b) a measure relating to an obligation of a supplier of public telecommunications networks or services; and (c) any other measure relating to public telecommunications networksor services. 2. ThisChapter does not apply to a measureaffecting the cable or broadcast distribution of radio or television programming, except to ensure that a cable or broadcast service supplier has access to and use of public telecommunications networks or services. 3. Nothing in this Chapter shall be construed to: (a) requirea Party to authorise an enterprise of the other Party to establish, construct, acquire, lease, operate, or supply a telecommunications network or service, other than as specifically provided for in the former Party’s commitments under Chapter 8 (Trade in Services); (b) require a Party to compel an enterprise exclusively engaged in the broadcast or cable distribution of radio or television programming to make available its broadcast or cable facilities as a public telecommunications network; (c) prevent a Party from prohibiting a person who operates a private network from using its private network to supply a public telecommunications network or service to third persons; or (d) prevent a Party from requiring a supplier of public telecommunications networks or services to comply with a Party’s measures related to the regulation of public networks or services, provided that those measures are not used as a means of avoiding the Party’s obligations under this Chapter. Article 11.3: Approaches to Regulation 1. The Parties recognise the value of competitive markets to deliver a wide choice in the supply of telecommunications networks or services and to enhance consumer welfare, and that economic regulation may not be needed if there is effective competition or if a service is new to a market. Accordingly, the Parties recognise that regulatory needs and approaches differ market by market, and that each Party may determine how to implement its obligations under this Chapter. 2. In this respect, the Parties recognise that a Party may: (a) engage in direct regulation either in anticipation of an issue that the Party expects may arise or to resolve an issue that has already arisen in the market; (b) rely on the role of market forces, particularly with respect to market segments that are, or are likely to be, competitive or that have low barriers to entry, such as services provided by suppliers of telecommunications services that do not own network facilities; or (c) use any other appropriate means that benefit the long-term interest of end.users. Article 11.4: Access to and Use of Public Telecommunications Networks or Services 1. Each Party shall ensure that an enterprise of the other Party is accorded access to and use of public telecommunications networks or services, including leased circuits, offered in its territory or across its borders, and on terms and conditions that are reasonable and non-discriminatory. This obligation shall be applied, among other things, through paragraphs 2 through 6. 2. Subject to paragraphs 5 and 6, each Party shall ensure that an enterprise of the other Party is permitted to: (a) purchase or lease, and attach terminal or other equipment that interfaces with a public telecommunications network and that is necessary to supply its services; (b) connect leased or owned circuits with public telecommunications networks or services or with circuits leased or owned by another service supplier; (c) use operating protocols of its choice other than as necessary to interface with public telecommunications networks or services; (d) perform switching, signalling, processing, and conversion functions; and (e) provide services to individual or multiple end-users over leased or owned circuits. 3. Each Party shall ensure that anenterprise of the other Party may use public telecommunications networks or services for the movement of information in its territory or across its borders, including for intra-corporate communications of those service suppliers, and for access to information contained in a database or otherwise stored in machine-readable form in the territory of any Party. 4. Notwithstanding paragraph 3, a Party may take measures that are necessary to ensure the security and confidentiality of messages and to protect the personal information of end-users of public telecommunications networks or services, provided that those measures are not applied in a manner that would constitute a means of arbitrary or unjustifiable discrimination or a disguised restriction on trade in services. 5. Each Party shall ensure that no condition is imposed on access to and use of public telecommunications networks or services, other than as necessary to: (a) safeguard the public service responsibilities of suppliers of public telecommunications networks or services, in particular their ability to make their networks or services available to the public generally; or (b) protect the technical integrity of public telecommunications networks or services. 6. Provided that they satisfy the criteria set out in paragraph 5, conditions for access to and use of public telecommunications networks or services may include: (a) a requirement to use a specified technical interface, including an interface protocol, for connection with public telecommunications networks or services; (b) a requirement, if necessary, for the interoperability of public telecommunications networks or services; (c) type approval of terminal or other equipment that interfaces with public telecommunications networks and technical requirements relating to the attachment of that equipment to those networks; (d) a restriction on connection of leased or owned circuits with public telecommunications networks or services or with circuits leased or owned by other service suppliers; or (e) a requirement for notification and licensing. Article 11.5: Competitive Safeguards 1. Each Party shall adopt or maintain appropriate measures for the purpose of preventing suppliers that, alone or together, are a major supplier in its territory from engaging in or continuing anti-competitive practices. 2. The anti-competitive practices referred to in paragraph 1 include, in particular: (a) engaging in anti-competitive cross-subsidisation; (b) using information obtained from competitors with anti-competitive results; and (c) not making available to other suppliers of public telecommunications networks or services, on a timely basis, technical information about essential facilities and commercially relevant information that are necessary for them to provide services. 3. For greater certainty, nothing in this Article prevents a Party from maintaining measures for the purpose of preventing anti-competitive practices by suppliers of public telecommunications networks or services that are not major suppliers. Article 11.6: Treatment by Major Suppliers Each Party shall ensure that a major supplier in its territory accords to suppliers of public telecommunications networks or services of the other Party treatment no less favourable than that major supplier accords in like circumstances to its subsidiaries and affiliates, or non-affiliated service suppliers, regarding: (a) the availability, provisioning, rates, or quality of like public telecommunications networks or services; and (b) the availability of technical interfaces necessary for interconnection. Article 11.7: Resale Each Party may determine, in accordance with its laws and regulations, which public telecommunications services must be offered for resale by a major supplier based on the need to promote competition or to benefit the long-term interests of end-users. If a Party has determined that a service must be offered for resale by a major supplier, that Party shall ensure that any major supplier in its territory does not impose unreasonable or discriminatory conditions or limitations on the resale of that service. Article 11.8: Interconnection -Obligations Relating to Suppliers of Public Telecommunications Networks or Services 1. Each Party shall ensure that a supplier of public telecommunications networks or services in its territory provides interconnection with the suppliers of public telecommunications networks or services of the other Party on reasonable and non.discriminatory terms and conditions. 2. In carrying out paragraph 1, each Party shall ensure that suppliers of public telecommunications networks or services in its territory protect the confidentiality of commercially sensitive or confidential information of, or relating to, users of public telecommunications services obtained as a result of interconnection arrangements and that those suppliers only use that information for the purposes of providing these services. Article 11.9: Interconnection -Obligations Relating to Major Suppliers 1. Each Party shall ensure that a major supplier in its territory provides interconnection for the facilities and equipment of suppliers of public telecommunications networks or services of the other Party at any technically feasible point in the major supplier’s network. That interconnection shall be provided: (a) under non-discriminatory terms, conditions (including technical standards and specifications), and rates; (b) of a quality no less favourable than that provided by the major supplier for its own like services, for like services of non-affiliated service suppliers, or for its subsidiaries or other affiliates; (c) on a timely basis, on terms,conditions (including technical standards and specifications), and at cost-oriented rates, that are transparent, reasonable (having regard to economic feasibility), and sufficiently unbundled so that the supplier of public telecommunications networks or services of the other Party need not pay for network components or facilities that it does not require for the services to be provided; and (d) on request, at points in addition to the network termination points offered to the majority of suppliers of public telecommunications networks or services, subject to charges that reflect the cost of construction of necessary additional facilities. 2. Each Party shall ensure that a major supplier in its territory provides suppliers of public telecommunications services of the other Party with the opportunity to interconnect their facilities and equipment with those of the major supplier through at least one of the following options: (a) a reference interconnection offer or any other interconnection offer containing the rates, terms, and conditions that the major supplier offers generally to suppliers of public telecommunications services; (b) the terms and conditions of an interconnection agreement that is in effect; or (c) a new interconnection agreement through commercial negotiation. 3. Each Party shall ensure that the procedures applicable for interconnection to a major supplier are made publicly available. 4. Each Party shall ensure that a major supplier in its territory makes publicly available either its interconnection agreements or reference interconnection offer. Article 11.10: Provisioning and Pricing of Leased Circuits Services Each Party shall, subject to technical feasibility, ensure that a major supplier in its territory provides suppliers of public telecommunications networks or services of the other Party leased circuits services that are public telecommunications services on a timely basis, on non-discriminatory terms, conditions (including technical standards and specifications), and at rates, that are reasonable (having regard to economic feasibility), and based on a generally available offer. Article 11.11: Co-location 1. Each Party shall ensure that a major supplier that has control over essential facilities in its territory allows suppliers of public telecommunications networks or services of the other Party in the Party’s territory physical co-location of their equipment necessary for interconnection or access to unbundled network elements based on a generally available offer on a timely basis, and on terms, conditions (including technical feasibility and space availability where applicable), and at rates, that are reasonable, non.discriminatory, and transparent. 2. Where physical co-location is not practical for technical reasons or because of space limitations, each Party shall endeavour to ensure that a major supplier in its territory provides an alternative solution, on a timely basis, and on terms and conditions and at rates, that are reasonable, non-discriminatory, and transparent. 3. A Party may determine, in accordance with its laws and regulations, which premises owned or controlled by major suppliers in its territory are subject to paragraphs 1 and 2, having regard to factors such as the state of competition in the market where co.location is required, and whether those premises can feasibly be economically or technically substituted in order to provide a competing service. Article 11.12: International Submarine Cable Systems 1. If a Party has authorised a major supplier in its territory to operate an international submarine cable system as a public telecommunications network or service, that Party shall ensure that the major supplier accords a supplier of public telecommunications networks or services of the other Party access to the international submarine cable system on reasonable and non-discriminatory terms and conditions. 2. A Party may determine the point at which access to the international submarine cable system is to be provided. Article 11.13: Unbundling of Network Elements Each Party shall ensure that a major supplier in its territory offers to public telecommunications service suppliers access to network elements on an unbundled basis on terms, conditions, and at rates, that are reasonable and non-discriminatory for the supply of public telecommunications services. A Party may determine, in accordance with its laws and regulations, the network elements required to be made available in its territory, and the suppliers that may obtain those elements. Article 11.14: Access to Poles, Ducts, Conduits, and Rights-of-Way 1. Each Party shall endeavour to ensure that a major supplier in its territory provides access to poles, ducts, conduits, and rights-of-way or any other structures as determined by the Party, owned or controlled by the major supplier, to suppliers of public telecommunications services of the other Party in the Party’s territory on a timely basis, and on terms, conditions, and at rates, that are reasonable, non-discriminatory, and transparent, subject to technical feasibility. 2. A Party may determine, in accordance with its laws and regulations, the poles, ducts, conduits, rights-of-way, or any other structures to which it requires major suppliers in its territory to provide access in accordance with paragraph 1. When the Party makes this determination, it shall take into account factors such as the competitive effect of lack of this access, whether these structures can be substituted in an economically or technically feasible manner in order to provide a competitive service, or other specified public interest factors. Article 11.15: Independent Telecommunications Regulatory Body 1. Each Party shall ensure that its telecommunications regulatory body is separate from, and not accountable to, any supplier of public telecommunications services. 2. Each Party shall ensure that the regulatory decisions of, and the procedures used by, its telecommunications regulatory body are impartial with respect to all market participants. Article 11.16: Universal Service Each Party has the right to define the kind of universal service obligations it wishes to maintain. These obligations shall not be regarded as anti-competitive per se, provided that they are administered in a transparent, non-discriminatory, and competitively neutral manner, and are not more burdensome than necessary for the kind of universal service defined by the Party. Article 11.17: Licensing 1. If a Party requires a supplier of public telecommunications services to have a licence, the Party shall ensure the public availability of: (a) all the licensing criteria and procedures that it applies; (b) the period that it normally requires to reach a decision concerning an application for a licence; and (c) the terms and conditions of all licences in effect. 2. The Party shall notify an applicant of the outcomeof its application without undue delay after a decision has been taken. 3. Each Party shall ensure that, upon request, an applicant or a licensee is provided with the reasons for the: (a) denial of a licence; (b) imposition of supplier-specific conditions on a licence; (c) refusal to renew a licence; or (d) revocation of a licence. Article 11.18: Allocation and Use of Scarce Resources 1. Each Party shall administer its procedures for the allocation and use of scarce resources related to telecommunications, including frequencies, numbers, and rights-of.way, in an objective, timely, transparent, and non-discriminatory manner. 2. Each Party shall make publicly available the current state of frequency bands allocated to specific uses but shall not be required to provide detailed identification of frequencies that are allocated for specific government uses. 3. For greatercertainty, a measure of a Party allocating and assigning spectrum and managing frequency is not per se inconsistent with Article 8.5 (Trade in Services -Market Access). Accordingly, each Party retains the right to establish and apply spectrum and frequency management policies that may have the effect of limiting the number of suppliers of public telecommunications networks or services, provided that the Party does so in a manner consistent with other provisions of Chapter 8 (Trade in Services). This includes the ability to allocate frequency bands, taking into account current and future needs and spectrum availability. 4. When making a spectrum allocation for commercial telecommunications services, each Party shall endeavour to rely on an open and transparent process that considers the public interest, including the promotion of competition. Each Party shall endeavour to rely generally on market-based approaches in assigning spectrum for terrestrial commercial telecommunications services, if appropriate. Accordingly, each Party may use mechanisms such as auctions, administrative incentive pricing, or unlicensed use, if appropriate, to assign spectrum for commercial use. Article 11.19: Transparency 1. Further to Article 22.2 (Transparency, Anti-Corruption, and Responsible Business Conduct – Publication), each Party shall endeavour to ensure that when its telecommunications regulatory body seeks input on a proposal for a law or regulation, that body provides relevant suppliers of public telecommunications networks or services of the other Party operating in its territory an opportunity to comment. That body shall: (a) make the proposal public or otherwise available to any interested persons; (b) include an explanation of the purpose of and reasons for the proposal; (c) provide interested persons with adequate public notice of the ability to comment and reasonable opportunity to comment; (d) to the extent practicable, make publicly available all relevant comments filed with it; and (e) respond to all significant and relevant issues raised in comments filed, in the course of issuance of the final regulation.1 2. Each Party shall ensure that relevant information on conditions affecting access to and use of public telecommunications networks or services is publicly available, including: (a) tariffs and other terms and conditions of service; (b) specifications of technical interfaces with those networks or services; (c) conditions for attaching terminal or other equipment; and (d) requirements for notification or licensing, if any. Article 11.20: Resolution of Telecommunications Disputes 1. Each Party shall ensure that a supplier of public telecommunications networks or services of the other Party may have timely recourse to a telecommunications regulatory body or dispute resolution body of the Party to resolve disputes with a supplier of a public telecommunications network or service relating to matters covered by this Chapter in accordance with its laws and regulations. 2. Each Party shall ensure that any supplier of public telecommunications networks or services aggrieved by a final determination or decision of its relevant telecommunications regulatory body may obtain a review of that determination or decision in accordance with its laws and regulations. 1 For greater certainty,a Party may consolidate its responses to thecomments received from interested persons. 3. A Party shall notpermit the making of an application for review to constitute grounds for non-compliance with the determination or decision of its telecommunications regulatory body, unless its relevant body determines otherwise. Article 11.21: Relation to International Organisations The Parties recognise the importance of international standards for global compatibility and interoperability of telecommunications networks or services and undertake to promote those standards through the work of relevant international bodies. Article 11.22: Relation to Other Chapters In the event of any inconsistency between this Chapter and any other Chapter of this Agreement, this Chapter shall prevail to the extent of the inconsistency.

Chapter 12. ELECTRONIC COMMERCE

Article 12.1. Definitions

For the purposes of this Chapter:

computing facilities means computer servers and storage devices for processing orstoring information for commercial use;

covered person means:

(a) a covered investment as defined in Article 13.1 (Investment – Definitions);

(b) an investor of a Party as defined in Article 13.1 (Investment – Definitions); or

(c) a service supplier of a Party as defined in Article 8.1 (Trade in Services – Definitions),

but does not include a “covered person” as defined in Article 10.1 (Financial Services – Definitions) or a credit reporting body;

electronic authentication means the process or act of verifying:

(a) the identity of a party to an electronic communication or transaction; and

(b) an electronic statement or claim in an electronic communication or transaction;

to ensure the integrity of, and establish a level of confidence in, the electronic communication or transaction;

personal data means any data, including information, relating to an identified or identifiable natural person;

trade administration documents means forms issued or controlled by a Party that must be completed by or for an importer or exporter in relation to the import or export of goods;

transmitted electronically means a transmission to an electronic address using any electromagnetic means; and

unsolicited commercial electronic message means a message transmitted electronically for commercial or marketing purposes without the consent of the recipient or despite the explicit rejection of the recipient.

Article 12.2. Scope and General Provisions

1. The Parties recognise the economic growth and opportunities provided by electronic commerce and the importance of frameworks that promote consumer confidence in electronic commerce and of facilitating its use and development.

2. This Chapter applies to measures adopted or maintained by a Party that affect trade by electronic means.

3. This Chapter does not apply:

(a) to government procurement; or

(b) except for Article 12.15 (Open Government Data), to information held or processed by or on behalf of a Party, or measures related to that information, including measures related to its collection.

4. For greater certainty, measures affecting the supply of a service delivered or produced electronically are subject to the obligations contained in the relevant provisions of:

(a) Chapter 8 (Trade in Services);

(b) Chapter 10 (Financial Services); and

(c) Chapter 13 (Investment),

including any exceptions or non-conforming measures set out in this Agreement that are applicable to those obligations.

5. To the extent that a measure referred to in paragraph 4 is adopted or maintained inaccordance with Article 8.7 (Trade in Services – Reservations), Article 10.10 (Financial Services – Non-Conforming Measures), Article 13.18 (Investment – Non-Conforming Measures and Exceptions), or any exception that is applicable to the obligations in Chapter 8 (Trade in Services), Chapter 10 (Financial Services), or Chapter 13 (Investment), it does not give rise to a violation of Article 12.10 (Cross-Border Transfer of Information by Electronic Means), Article 12.11 (Location of Computing Facilities), or Article 12.14 (Source Code).

Article 12.3. Cooperation

Recognising the global nature of electronic commerce, each Party shall endeavour to:

(a) work together to assist micro, small, and medium-sized enterprises to overcome obstacles to its use;

(b) exchange information and share experiences on regulations, policies, enforcement, and compliance regarding electronic commerce, such as:

(i) personal data protection;

(ii) online consumer protection, including means for consumer redress and building consumer confidence;

(iii) unsolicited commercial electronic messages;

(iv) security in electronic communications; and

(v) authentication.

(c) exchange information and share views on consumer access to products and services offered online;

(d) participate actively in regional and multilateral fora to promote the development of electronic commerce, including in relation to the development and application of international standards for electronic commerce; and

(e) encourage development by the private sector of methods of self-regulation that foster electronic commerce, including codes of conduct, model contracts, guidelines, and enforcement mechanisms.

Article 12.4. Paperless Trading

1. Each Party shall endeavour to make trade administration documents available to the public in electronic form.

2. Each Party shall accept electronic versions of its trade administration documents as the legal equivalent of paper documents except where:

(a) there is a domestic or international legal requirement to the contrary; or

(b) doing so would reduce the effectiveness of the trade administration process.

3. The Parties shall cooperate bilaterally and in international fora to enhance the acceptance of electronic versions of trade administration documents.

Article 12.5. Electronic Authentication and Electronic Signatures

1. Except in circumstances otherwise provided for under its law, a Party shall not deny the legal validity of a signature solely on the basis that the signature is in electronic form.

2. Taking into account international norms for electronic authentication, each Party shall:

(a) permit participants in electronic transactions to determine the appropriate authentication methods for their electronic transactions;

(b) not limit the recognition of authentication methods; and

(c) permit participants in electronic transactions to have the opportunity to demonstrate that their electronic transactions comply with the Party’s laws and regulations.

3. Notwithstanding paragraph 2, each Party may require that, for a particular category of electronic transactions, the method of electronic authentication meets certain performance standards or is certified by an authority accredited in accordance with its laws and regulations.

4. The Parties shall encourage the use of interoperable electronic authentication.

Article 12.6. Online Consumer Protection

1. The Parties recognise the importance of adopting and maintaining transparent and effective measures to protect consumers from fraudulent and deceptive commercial activities when they engage in electronic commerce.

2. For the purposes of this Article, “fraudulent and deceptive commercial activities” refers to those commercial practices that cause actual harm to consumers, or that pose an imminent threat of that harm if not prevented, such as:

(a) a practice of making misrepresentations of material fact, including implied factual misrepresentations, that cause significant detriment to the economic interests of misled consumers;

(b) a practice of failing to deliver products or provide services to consumers after the consumers are charged; or

(c) a practice of charging or debiting consumers’ financial, telephone, or other accounts without authorisation.

3. Each Party shall adopt or maintain laws or regulations to provide protection for consumers using electronic commerce against fraudulent and deceptive commercial activities that cause harm or potential harm.

4. The Parties recognise the importance of cooperation between their respective national consumer protection agencies or other relevant bodies on activities related to cross-border electronic commerce in order to enhance consumer welfare.

5. Each Party shall publish information on the consumer protection it provides to users of electronic commerce, including how:

(a) consumers can pursue remedies; and

(b) businesses can comply with, or acquire information on, any legal requirements.

Article 12.7. Online Personal Data Protection

1. The Parties recognise the economic and social benefits of protecting the personal data of users of electronic commerce and the contribution that this makes to enhancing consumer confidence in electronic commerce.

2. To this end, each Party shall adopt or maintain a legal framework that provides for the protection of the personal data of the users of electronic commerce. In the development of its legal framework for the protection of personal data, each Party shall take into account principles and guidelines of relevant international bodies.

3. Each Party shall endeavour to adopt non-discriminatory practices in protecting users of electronic commerce from personal data protection violations occurring within its jurisdiction.

4. Each Party shall publish information on the personal data protection it provides to users of electronic commerce, including how:

(a) individuals can pursue remedies; and

(b) businesses can comply with any legal requirements.

Article 12.8. Unsolicited Commercial Electronic Messages

1. Each Party shall adopt or maintain measures regarding unsolicited commercial electronic messages that:

(a) require suppliers of unsolicited commercial electronic messages to facilitate the ability of recipients to prevent ongoing reception of those messages;

(b) require the consent, as specified according to the laws and regulations of each Party, of recipients to receive commercial electronic messages; or

(c) otherwise provide for the minimisation of unsolicited commercial electronic messages.

2. Each Party shall provide recourse against suppliers of unsolicited commercial electronic messages that do not comply with the measures adopted or maintained pursuant to paragraph 1.

3. The Parties shall endeavour to cooperate in appropriate cases of mutual concern regarding the regulation of unsolicited commercial electronic messages.

4. A Party shall apply this Article to unsolicited commercial electronic messages delivered through one or more modes of delivery, including Short Message Service (“SMS”), instant messaging, or electronic mail. Each Party shall endeavour to adopt or maintain measures consistent with this Article that apply to other modes of delivery of unsolicited commercial electronic messages.

Article 12.9. Domestic Regulatory Frameworks

1. Each Party shall maintain a legal framework governing electronic transactions consistent with the principles of the UNCITRAL Model Law on Electronic Commerce 1996 or the United Nations Convention on the Use of Electronic Communications in International Contracts, done at New York on 23 November 2005.

2. Each Party shall endeavour to avoid any unnecessary regulatory burden on electronic transactions.

Article 12.10. Cross-Border Transfer of Information by Electronic Means

1. The Parties recognise that each Party may have its own regulatory requirements concerning the transfer of information by electronic means.

2. A Party shall not prevent cross-border transfer of information by electronic means, including personal data, when this activity is for the conduct of the business of a covered person.

3. This Article does not prevent a Party from adopting or maintaining:

(a) a measure inconsistent with paragraph 2 that is necessary to achieve a legitimate public policy objective, provided that the measure is not applied in a manner that would constitute a means of arbitrary or unjustifiable discrimination or a disguised restriction on trade; or

(b) a measure that it considers necessary for the protection of its essential security interests. That measure, if adopted or maintained, shall not be disputed by the other Party.

Article 12.11. Location of Computing Facilities

1. The Parties recognise that each Party may have its own measures regarding the use or location of computing facilities, including requirements that seek to ensure the security and confidentiality of communications.

2. A Party shall not require a covered person to use or locate computing facilities in that Party’s territory as a condition for conducting business in that territory.

3. This Article does not prevent a Party from adopting or maintaining:

(a) a measure inconsistent with paragraph 2 that is necessary to achieve a legitimate public policy objective, provided that the measure is not applied in a manner that would constitute a means of arbitrary or unjustifiable discrimination or a disguised restriction on trade; or

(b) a measure that it considers necessary for the protection of its essential security interests. That measure, if adopted or maintained, shall not be disputed by the other Party.

Article 12.12. Customs Duties

1. Each Party shall maintain its current practice of not imposing customs duties on electronic transmissions between the Parties.

2. The practice referred to in paragraph 1 is in accordance with the WTO Ministerial Decision (WT/MIN (24)/38), adopted on 2 March 2024, in relation to the Work Programme on Electronic Commerce.

3. Each Party may adjust its practice referred to in paragraph 1 with respect to any further outcomes in WTO Ministerial Decisions on customs duties on electronic transmissions within the framework of the Work Programme on Electronic Commerce.

4. The Parties shall review this Article in light of any further WTO Ministerial Decisions in relation to the Work Programme on Electronic Commerce.

5. For greater certainty, paragraph 1 does not preclude a Party from imposing taxes, fees, or other charges on electronic transmissions, provided that those taxes, fees, or charges are imposed in a manner consistent with this Agreement.

Article 12.13. Principles on Access to and Use of the Internet for Electronic Commerce

Subject to applicable laws and regulations, the Parties recognise that it is beneficial for consumers in their territories to be able to:

(a) access and use services and applications of a consumer’s choice available on the Internet, subject to reasonable network management; and

(b) connect the end-user devices of a consumer’s choice to the Internet.

Article 12.14. Source Code

1. A Party shall not require the transfer of, or access to, source code of software owned by a person of the other Party as a condition for the import, distribution, sale, or use of that software, or of products containing that software, in its territory.

2. This Article does not preclude a regulatory body or judicial authority of a Party from requiring a person of the other Party to preserve and make available the source code of software for a specific investigation, inspection, examination, enforcement action, or judicial proceeding (1), subject to safeguards against unauthorised disclosure.

Article 12.15. Open Government Data

1. The Parties recognise that facilitating public access to and use of government information fosters economic and social development, competitiveness, and innovation.

2. To the extent that a Party chooses to make government information, including data, available to the public, it shall endeavour to ensure that the information is in a machine-readable, open format and can be searched, retrieved, used, reused, and redistributed.

3. The Parties shall endeavour to cooperate to identify ways in which each Party can expand access to and use of government information, including data, that the Party has made public, with a view to enhancing and generating business opportunities, especially for small and medium-sized enterprises.

Article 12.16. Cyber Security

The Parties recognise the importance of:

(a) building and maintaining the capabilities of their national entities responsible for computer security incident response, including through exchange of best practices; and

(b) using existing collaboration mechanisms to cooperate on matters related to cyber security.

Chapter 13. INVESTMENT

Section A. Definitions

Article 13.1. Definitions

For the purposes of this Chapter:

algorithm means a defined sequence of steps, taken to solve a problem or obtain a result;

claimant means an investor of a Party that makes a claim under Article 13.25 (Submission of a Claim to Arbitration);

confidential information means confidential business information or information that is privileged or otherwise protected from disclosure under the law of a Party;

disputing parties means the claimant and the respondent Party;

disputing party means either the claimant or the respondent Party;

enterprise means an enterprise as defined in Article 1.5 (Initial Provisions and General Definitions - General Definitions) and a branch (1)  of an enterprise;

existing means in effect on the date of entry into force of this Agreement;

ICSID means the International Centre for Settlement of Investment Disputes;

ICSID Additional Facility Rules means the Rules Governing the Additional Facility for the Administration of Proceedings by the Secretariat of the International Centre for Settlement of Investment Disputes in their most recent form;

ICSID Convention means the Convention on the Settlement of Investment Disputes between States and Nationals of other States done at Washington, D.C. on 18 March 1965;

intellectual property rights means copyright and related rights, trademark rights, rights in geographical indications, rights in industrial designs, patent rights, rights in layout designs of integrated circuits, rights in relation to protection of undisclosed information, and plant breeders’ rights;

investment means:

(a) any of the following:

(i) an enterprise;

(ii) a share, stock, or other form of equity participation in an enterprise, or any other kind of interest in an enterprise recognized under the domestic law of the Party;

(iii) a bond, debenture,or other debt instrument of an enterprise; (2)

(iv) a loan to an enterprise;

(v) an interest arising from the commitment of capital or other resources in the territory of a Party to economic activity in that territory, such as under a contract involving the presence of an investor’s property in the territory of the Party, including a turnkey or construction contract, a concession, or other similar contract;

(vi) intellectual property rights; and

(vii) any other tangible or intangible, moveable or immovable, property and related property rights;

(b) in each case shall involve the commitment of capital or other resources, the expectation of gain or profit, certain duration, or the assumption of risk; and

(c) for the purposesof this definition, “investment” does not mean:

(i) a claim to money that arises solely from: