2. Each Party shall ensure that, with respect to such tribunals or procedures, the parties to a proceeding are provided with the right to:
(a) a reasonable opportunity to support or defend their respective positions; and
(b) adecision based on the evidence and arguments submitted or, if required by that Party's laws and regulations, the record compiled by the relevant authority.
3. Each Party shall ensure, subject to appeal or further review as provided in its laws and regulations, that the decision referred to in paragraph 2(b) shall be implemented by, and shall govern the practice of, the office or authority with respect to the administrative action that is the subject of the decision.
Section B. Anti-Corruption
Article 21.6. Definitions
F or the purposes of this Section:
act or refrain from acting in relation to the performance of official duties includes any use of the public official's position, whether or not within the official's authorised competence;
foreign public official means a person holding a legislative, executive, administrative or judicial office of a foreign country, at any level of government, whether appointed or elected, whether permanent or temporary, whether paid or unpaid, irrespective of that person's seniority; and a person exercising a public function for a foreign country, at any level of government, including for a public agency or public enterprise;
official of a public international organization means an international civil servant or a person who is authorised by a public international organisation to act on its behalf, and
public official means:
(a) a person holding a legislative, executive, administrative or judicial office of a Party, whether appointed or elected, whether permanent or temporary, whether paid or unpaid, irrespective of that person's seniority;
(b) a person who performs a public function for a Party, including for a public agency or public enterprise, or provides a public service, as defined under the Party's laws and regulations and as applied in the pertinent area of that Party's laws and regulations; or
(c) other person defined as a public official under a Party's laws and regulations.
Article 21.7. Scope
1. The Parties affirm their resolve to prevent and combat corruption and bribery in international trade and investment.
2. The scope of this Section is limited to measures to prevent and combat bribery and corruption with respect to a matter covered by this Agreement.
3. The Parties recognise that the description of offences adopted or maintained in accordance with this Section, and of the applicable legal defences or legal principles controlling the lawfulness of conduct, is reserved to each Party's laws and regulations, and that those offences shall be prosecuted and punished in accordance with each Party's laws and regulations.
4. Each Party affirms its existing obligations, if applicable and to the extent it is a party under the United Nations Convention against Corruption, done at New York on October 31, 2003 (UNCAC), the OECD Convention on Combating Bribery of Foreign Public Officials in International Business Transactions, done at Paris, France, on December 17, 1997 (OECD Convention), and the Inter-American Convention Against Corruption, done at Caracas on March 29, 1996 (IACAC).
Article 21.8. Measures to Combat Corruption
1. Each Party shall adopt or maintain legislative and other measures as may be necessary to establish as criminal offences under its laws and regulations, in matters that affect international trade or investment, when committed intentionally, by a person subject to its jurisdiction:
(a) the promise, offering or giving to a public official, directly or indirectly, of an undue advantage, for the official or another person or entity, in order that the official act or refrain from acting in relation to the performance of or the exercise of his or her official duties;
(b) the solicitation or acceptance by a public official, directly or indirectly, of an undue advantage, for the official or another person or entity, in order that the official act or refrain from acting in relation to the performance of or the exercise of his or her official duties;
(c) the promise, offering or giving to a foreign public official or an official of a public international organization, directly or indirectly, of an undue advantage, for the official or another person or entity, in order that the official act or refrain from acting in relation to the performance of or the exercise of his or her official duties, in order to obtain or retain business or other undue advantage in relation to the conduct of international business; and
(d) the aiding or abetting, or conspiracy (1) in the commission of any of the offences described in subparagraphs (a) through (c).
2. Each Party shall make the commission of an offence described in paragraph 1 or 5 liable to sanctions that take into account the gravity of that offence.
3. Each Party shall adopt or maintain measures as may be necessary, consistent with its legal principles, to establish the liability of legal persons for offences described in paragraphs 1 or 5. In particular, each Party shall ensure that there are measures that provide for legal persons held liable for offences described in paragraphs 1 or 5 to be subject to effective, proportionate and dissuasive criminal or non-criminal sanctions, including monetary sanctions.
4. No Party shall allow a person subject to its jurisdiction to deduct from taxes expenses incurred in connection with the commission of an offence described in paragraph 1.
5. In order to prevent corruption, each Party shall adopt or maintain measures as may be necessary, in accordance with its laws and regulations, regarding the maintenance of books and records, financial statement disclosures, and accounting and auditing standards, to prohibit the following acts carried out for the purpose of committing any of the offences described in paragraph 1:
(a) the establishment of off-the-books accounts;
(b) the making of off-the-books or inadequately identified transactions;
(c) the recording of non-existent expenditure;
(d) the entry of liabilities with incorrect identification of their objects;
(e) the use of false documents; and
(f) the intentional destruction of bookkeeping documents earlier than foreseen by the law.
6. Each Party shall consider adopting or maintaining measures to protect, against unjustified treatment, a person who, in good faith and on reasonable grounds, reports to the competent authorities any facts concerning offences described in paragraphs 1 or 5.
7. The Parties recognise the harmful effects of facilitation payments given to foreign public officials, as they undermine efforts to combat corruption and incentivise bribery in foreign countries. To this end, the Parties shall encourage enterprises to prohibit or discourage the use of facilitation payments by enterprises, recognising that they are generally illegal in the countries where they are made, and must in all cases be accurately accounted for in such companies' books and financial records.
Article 21.9. Cooperation
1. The Parties acknowledge the importance of cooperation to prevent and combat bribery and corruption in international trade and investment, including through regional and multilateral initiatives and shall endeavour to work together to advance these efforts, on a mutually agreed basis.
2. Recognising that the Parties can benefit by sharing their diverse experience and best practices in developing, implementing, and enforcing their anti-corruption laws and policies, the Parties shall undertake technical cooperation activities, including training programs, as mutually agreed by the Parties.
Article 21.10. Promoting Integrity Among Public Officials
1. To fight corruption in matters that affect trade and investment, each Party should promote, among other things, integrity, honesty and responsibility among its public officials. To this end, each Party shall endeavour, in accordance with the fundamental principles of its legal system, to adopt or maintain:
(a) measures to provide adequate procedures for the selection and training of natural persons for public positions considered especially vulnerable to corruption, and, if appropriate, the rotation of those natural persons to other positions;
(b) measures to promote transparency in the behaviour of public officials in the exercise of public functions;
(c) appropriate policies and procedures to identify and manage actual or potential conflicts of interest of public officials;
(d) measures that require senior public officials and other appropriate public officials to make declarations to appropriate authorities regarding, among other things, their outside activities, employment, investments, assets and substantial gifts or benefits from which a conflict of interest may result with respect to their functions as public officials; and
(e) measures to facilitate reporting by public officials of acts of corruption (2) to appropriate authorities, if those acts come to their notice in the performance of their functions.
2. Each Party shall endeavour to adopt or maintain codes or standards of conduct for the correct, honourable and proper performance of public functions, and measures providing for disciplinary or other measures, if warranted, against public officials who violate the codes or standards established or maintained in accordance with this paragraph.
3. Each Party, to the extent consistent with the fundamental principles of its legal system, shall consider establishing procedures through which a public official accused of an offence described in Article 21.8.1 may, as considered appropriate by that Party, be removed, suspended or reassigned by the appropriate authority, bearing in mind respect for the principle of the presumption of innocence.
4. Each Party shall, in accordance with the fundamental principles of its legal system and without prejudice to judicial independence, adopt or maintain measures to strengthen integrity, and to prevent opportunities for corruption, among members of the judiciary in matters that affect international trade or investment. These measures may include rules with respect to the conduct of members of the judiciary.
Article 21.11. Participation of Private Sector and Society
1. Each Party shall take appropriate measures, within its means and in accordance with fundamental principles of its legal system, to promote the active participation of individuals and groups outside the public sector, such as enterprises, civil society, non-governmental organisations and community-based organisations, in the prevention of and the fight against corruption in matters affecting international trade or investment, and to raise public awareness regarding the existence, causes and gravity of, and the threat posed by, corruption. To this end, a Party may:
(a) undertake public information activities and public education programmes that contribute to non-tolerance of corruption;
(b) adopt or maintain measures to encourage professional associations and other non-governmental organisations, if appropriate, in their efforts to encourage and assist enterprises, in particular SMEs, in developing internal controls, ethics and compliance programmes or measures for preventing and detecting bribery and corruption in international trade and investment;
(c) adopt or maintain measures to encourage company management to make statements in their annual reports or otherwise publicly disclose their internal controls, ethics and compliance programmes or measures, including those that contribute to preventing and detecting bribery and corruption in international trade and investment; or
(d) adopt or maintain measures that respect, promote and protect the freedom to seek, receive, publish and disseminate information concerning corruption.
2. Each Party shall endeavour to encourage private enterprises, taking into account their structure and size, to:
(a) develop and adopt sufficient internal auditing controls to assist in preventing and detecting acts of corruption in matters affecting international trade or investment; and
(b) ensure that their accounts and required financial statements are subject to appropriate auditing and certification procedures.
3. Each Party shall take appropriate measures to ensure that its relevant anti-corruption bodies are known to the public and shall provide access to those bodies, if appropriate, for the reporting, including anonymously, of an incident that may be considered to constitute an offence described in Article 21.8.1.
4. The Parties recognise the benefits of internal compliance programs in enterprises to combat corruption. In this regard, each Party shall endeavour to encourage enterprises, taking into account their size, legal structure, and the sectors in which they operate, to establish compliance programs for the purpose of preventing and detecting offenses described in Article 21.8.
Article 21.12. Application and Enforcement of Anti-Corruption Laws
1. In accordance with the fundamental principles of its legal system, no Party shall fail to effectively enforce its laws or other measures adopted or maintained to comply with Article 21.8.1 through a sustained or recurring course of action or inaction, after the date of entry into force of this Agreement for that Party, as an encouragement for trade and investment. (3)
2. In accordance with the fundamental principles of its legal system, each Party retains the right for its law enforcement, prosecutorial and judicial authorities to exercise their discretion with respect to the enforcement of its anti-corruption laws. Each Party retains the right to take bona fide decisions with regard to the allocation of its resources.
3. The Parties affirm their commitments under applicable international agreements or arrangements to cooperate with each other, consistent with their respective legal and administrative systems, to enhance the effectiveness of law enforcement actions to combat the offences described in Article 21.8.1.
Article 21.13. Relation to other Agreements
Nothing in this Agreement shall affect the existing rights and obligations of a Party, where applicable and to the extent it is a party, under the United Nations Convention against Transnational Organized Crime, done at New York on November 15, 2000, the UNCAC, the OECD Convention, or the IACAC.
Article 21.14. Dispute Settlement
1. Chapter 23 (Dispute Settlement), as modified by this Article, shall apply to this Section.
2. No Party shall have recourse to dispute settlement under this Article or Chapter 23 (Dispute Settlement) for a matter arising under Article 21.9 and Article 21.12.
3. A Party may only have recourse to the procedures set out in this Article and Chapter 23 (Dispute Settlement) if it considers that a measure of the other Party is inconsistent with an obligation under this Section, or that the other Party has otherwise failed to carry out an obligation under this Section, in a manner affecting trade or investment between the Parties.
4. Article 23.6 (Consultations) shall apply to consultations under this Section, with the following modifications:
(a) a Party to the Pacific Alliance, which is not a consulting Party, may make a request in writing to the consulting Parties to participate in the consultations, no later than seven days after the date of circulation of the request for consultations, if it considers that its trade or investment is affected by the matter at issue. That Party to the Pacific Alliance shall include in its request an explanation of how its trade or investment is affected by the matter at issue. That Party to the Pacific Alliance may participate in consultations if the consulting Parties agree; and
(b) the consulting Parties shall involve officials of their relevant anti-corruption authorities in the consultations.
5. The consulting Parties shall make every effort to find a mutually satisfactory solution to the matter, which may include appropriate cooperative activities or a work plan.
6. The Parties are encouraged to appoint panellists with expertise in the area of anti-corruption to a Panel established under Article 23.8 (Establishment of a Panel) for any matter arising under this Section.
Chapter 22. ADMINISTRATION OF THE AGREEMENT
Article 22.1. Free Trade Commission
All Parties to the Pacific Alliance and Singapore hereby establish the Free Trade Commission. The Free Trade Commission shall be composed of government representatives of each Party to the Pacific Alliance and Singapore at the level of Ministers or senior officials. The Free Trade Commission shall be chaired by each Party to the Pacific Alliance or Singapore for a period of one year, on a rotational basis.
Article 22.2. Rules of Procedure of the Free Trade Commission
1. The Free Trade Commission shall hold its first meeting within one year of the date of entry into force of this Agreement and thereafter as all Parties to the Pacific Alliance and Singapore may decide. The Free Trade Commission meetings may be held in person or through any technological means as mutually agreed by all Parties to the Pacific Alliance and Singapore. Such meetings shall be chaired by the Party chairing the Free Trade Commission.
2. The Free Trade Commission shall establish its own rules and procedures at its first meeting.
3. The Free Trade Commission shall adopt its decisions and recommendations by consensus.
4. The Free Trade Commission shall hold meetings with all Parties to the Pacific Alliance and Singapore present.
5. The Party chairing a meeting of the Free Trade Commission shall provide any necessary administrative support for such meeting.
6. The Free Trade Commission may hold meetings bilaterally or plurilaterally between Singapore and one or more Parties to the Pacific Alliance to discuss any matter exclusively relating to them, (1) provided that they give prior written notice to the other Parties to the Pacific Alliance. The written notice shall include a description of the matter exclusively relating to them.
7. If any other Party to the Pacific Alliance gives written notice to the Parties who hold meetings pursuant paragraph 6 expressing interest in the matter to be discussed at a meeting, together with the details of such interest, within five days of the date of receipt of the written notice mentioned in paragraph 6, that Party to the Pacific Alliance may attend the meeting as an observer and shall have no right of decision making in respect of the said matter.
Article 22.3. Functions of the Free Trade Commission
1. The Free Trade Commission shall:
(a) consider any matters relating to the implementation and operation of this Agreement;
(b) review the general functioning of this Agreement;
(c) consider ways to further enhance trade and investment between Singapore and each Party to the Pacific Alliance;
(d) establish the Rules of Procedure referred to in Article 23.15 (Rules of Procedure of the Panel), the Code of Conduct referred to in Article 8.24 (Selection of Arbitrators) and the Code of Conduct referred to in Article 23.12 (Requirements of the Panellist), and, when appropriate, amend them;
(e) supervise the work of the three Cross-Cutting Committees established under Article 22.5 and the work of any Cross-Cutting Committee established under Article 22.3.2(b);
(f) consider any other matter of interest relating to an area covered by this Agreement; and
(g) establish accession process referred in Article 25.7 (Accession).
2. The Free Trade Commission may (2):
(a) consider and adopt, subject to completion of any necessary legal procedures by Singapore and each Party to the Pacific Alliance, a modification to this Agreement of:
(i) the Schedules to Annex 3-B (Elimination of Customs Duties), by accelerating tariff elimination;
(ii) the rules of origin established in Annex 4-A (Product Specific Rules of Origin); or
(iii) the lists of entities, covered goods and services, and thresholds contained in each Party's Schedule to Annex 14-A to Chapter 14 (Government Procurement);
(iv) the implementation annexes referred to in the Article 7.11 (Implementation Annexes).
(b) establish, refer matters to, consider matters raised by, or allocate responsibilities or functions to a Cross-Cutting Committee;
(c) merge or dissolve any Cross-Cutting Committees, working groups, or other subsidiary bodies established under this Agreement in order to improve the functioning of this Agreement;
(d) develop arrangements for implementing this Agreement;
(e) without prejudice to Chapter 23 (Dispute Settlement), seek to resolve differences or disputes that may arise regarding the interpretation or application of this Agreement;
(f) issue interpretations of the provisions of this Agreement, which shall be binding on the panels or arbitral tribunals referred to under Chapter 8 (Investment) and Chapter 23 (Dispute Settlement);
(g) seek the advice of non-governmental persons or groups that the Free Trade Commission considers appropriate; and
(h) take any other action as all Parties to the Pacific Alliance and Singapore may agree.
Article 22.4. Contact Points
1. A Party shall designate an overall contact point and notify each Party in writing, no later than 60 days after the entry into force of this Agreement for that Party, to facilitate communications between Singapore and all Parties to the Pacific Alliance on any matter covered by this Agreement, as well as other contact points as required by this Agreement.
2. On the request of Singapore or a Party to the Pacific Alliance, the contact point of Singapore or a Party to the Pacific Alliance, as the case may be, shall identify the office or the official responsible for a matter and assist, as necessary, in facilitating communication between the requesting Party and the identified office or official.
Article 22.5. Establishment of Cross-Cutting Committees
All Parties to the Pacific Alliance and Singapore hereby establish the following cross-cutting committees:
(a) Trade in Goods Committee to consider any matter arising under Chapter 3 (National Treatment and Market Access for Goods), Chapter 4 (Rules of Origin and Origin Procedures), Chapter 5 (Customs Administration and Trade Facilitation), Chapter 6 (Sanitary and Phytosanitary Measures), and Chapter 7 (Technical Barriers to Trade);
(b) Services, Investment and E-Commerce Committee to consider any matter arising under Chapter 8 (Investment), Chapter 9 (Cross-Border Trade in Services), Chapter 10 (International Maritime Transport Services), Chapter 11 (Temporary Entry for Business Persons), Chapter 12 (Telecommunications), and Chapter 13 (Electronic Commerce); and
(c) Other Issues Committee to consider any matter arising under Chapter 14 (Government Procurement), Chapter 16 (State-Owned Enterprises), Chapter 17 (Trade and Gender), Chapter 18 (Economic and Trade Cooperation), and Chapter 19 (Small and Medium- Sized Enterprises).
Article 22.6. General Provisions of Cross-Cutting Committees
1. Each Committee established under Article 22.5 shall meet within one year of the date of entry into force of this Agreement, and thereafter as agreed by all the Parties to the Pacific Alliance and Singapore or upon request of the Free Trade Commission. The Committees shall meet in person or through any technological means as agreed by them.
2. Each Committee shall be composed of government representatives of Singapore and each Party to the Pacific Alliance who have expertise relevant to the matters under discussion.
3. The functions of each Committee shall be to:
(a) monitor the implementation and administration of the Chapters listed for its consideration in Article 22.5;
(b) report on its activities and findings, and make recommendations, as required, to the Free Trade Commission;
(c) at Singapore or any Party to the Pacific Alliance's request, enquire about any matter arising under the Chapters referred to in Article 22.5;
(d) establish and review its work programmes; and
(e) consider any other matter as all Parties to the Pacific Alliance and Singapore may agree or as provided for in the relevant Chapters.
4. A Committee may hold meetings bilaterally or plurilaterally between Singapore and one or more Parties to the Pacific Alliance to discuss any matter exclusively relating to them, (3) provided that they give prior written notice to the other Parties to the Pacific Alliance. The written notice shall include a description of the matter exclusively relating to them.
5. If any other Party to the Pacific Alliance gives written notice to the Parties who will hold meetings pursuant paragraph 4 expressing interest in the matter to be discussed at that meeting, together with the details of such interest, within five days of the date of receipt of the written notice mentioned in paragraph 4, that Party may attend the meeting as an observer and shall have no right of decision making in respect of the said matter.
6. Recommendations of a Committee shall be made by consensus.
7. Each Committee may work with, refer matters to, or consider matters raised by another Committee to achieve its objectives.
Chapter 23. DISPUTE SETTLEMENT
Article 23.1. Definitions
For the purposes of this Chapter:
complaining Party means a Party that requests the establishment of a Panel pursuant to Article 23.8.1;
consulting Party means the Party that requests consultations pursuant to Article 23.6.1 or the Party to which the request for consultations is made;
disputing Party means a complaining Party or a responding Party; Panel means a panel established under Article 23.8;
perishable goods means perishable agricultural and fish goods classified in HS Chapters 1 through 24;
responding Party means a Party that has been complained against under Article 23.8;
Rules of Procedure means the rules referred to in Article 23.15 and established in accordance with Article 22.3 (Functions of the Free Trade Commission); and
third Party means a Party to the Pacific Alliance, other than a consulting Party or a disputing Party, that participates in the consultations in accordance with Article 23.6.9 or in the proceedings before the Panel in accordance with Article 23.9.
Article 23.2. General Provisions
1. The Parties shall endeavour to agree on the interpretation and application of this Agreement and shall make every effort through cooperation and consultations to reach a mutually satisfactory resolution of any matter that may affect its operation or application.
2. The objective of this Chapter is to provide an effective, efficient and transparent process for consultations and settlement of disputes arising under this Agreement.