Chapter II - Rights and Obligations

Article 7 Foreign Investement Status
Article 8 Rights and Guarantees
Article 9 Obligations
Article 10 Tax regime
Article 11 Recourse to Credit
Article 12 Bank Accounts
Article 13 Labor Force
Article 14 Project Implementation
Article 15 Monitoring
Article 16 Transfer of Contractual Status
Article 17 Dissolution and Liquidation

ARTICLE 7
(Foreign Investment Status)

For all legal purposes, companies constituted under the protection of this Law have the rightful status of Angolan companies, and shall be subject to the application of common Angolan law, except as determined otherwise by this Law or by other specific le gislation.

ARTICLE 8
(Rights and Guarantees)

1. Under the terms of the Constitutional Law and the principles that determine the country's legal, political and economic policies, the Angolan State shall ensure fair, non-discriminatory and equitable treatment to incorporated companies and assets impo rted under the protection of the Law, guaranteeing them protection and security and shall in no way hinder their management, existence and operations, without prejudice to the exercise of appropriate monitoring.

2. The foreign investor shall be guaranteed rights stemming from the ownership of the resources invested, and specifically the right to transfer abroad the following assets under the terms of the foreign exchange legislation:

a) dividends or profits distributions, after the deduction of legally mandated withholdings and taxed due, taking into consideration the respective interests in the company's equity capital;

b) proceeds of the sale of investments, including gains, after payment of taxes due;

c) any amounts which may be owing to them, after the deduction of respective taxes, as provided for in acts or contracts which constitute foreign investments in the terms of this Law.

3. In the exceptional event that the assets of the foreign investment be expropriated or nationalized, for reasons considered to be of great public interest, the State will ensure rapid, fair and effective indemnification, the amount of which will be det ermined according to the common rules and practice of International Law, or by recourse to arbitration.

4. The State guarantees professional, banking and commercial secrecy for companies constituted under the protection of this Law, regarding activities carried out within the framework of approved projects.

5. Rights and guarantees provided for foreign investments under the terms of this Law are ensured without prejudice to any others that may result from agreements and conventions to which the Angolan State is party.

ARTICLE 9
(Obligations)

Foreign investors shall have the following obligations:

a) to respect current laws and regulations, as well as contractual commitments, and to submit to monitoring by competent authorities, providing them with any requested information;

b) to create funds and reserves and make provisions under the terms of current legislation;

c) to complete a statement of accounts according to the country's established accounting regulations;

d) to comply with regulations relating to environmental protection, sanitation, and the protection and security of workers against occupational diseases and accidents at work, and other eventualities covered by social security legislation;

e) obtain, and currently maintain, insurance cover against workers; professional accidents and occupational diseases, as well as insurance covering civil liability for damages to third parties.

ARTICLE 10
(Tax Regime)

1. Companies covered by this Law shall be subject to compliance with current tax legislation, and have the same tax benefits as those set out for national companies.

2. Investments made under a contractual regime, in the terms of this Law, will also be able to take advantage of the special tax benefits set out in their respective contracts.

ARTICLE 11
(Recourse to Credit)

1. Companies covered under this Law will be able to apply for domestic and foreign loans, within the terms of current legislation.

2. Loans from foreign sources shall be subject to licensing and authorization from the Ministry of Finance and the Central Bank. However, the Central Bank will set the limit above which loans from foreign sources can only be made with its prior authoriz ation.

ARTICLE 12
(Bank Accounts)

Companies covered by this Law may open bank accounts in local or foreign currency in banks domiciled in this country in accordance with current banking and foreign exchange legislation, unless they are covered by some special regime.

ARTICLE 13
(Labor Force)

1. Companies covered by this Law shall promote the employment of Angolan workers and guarantee them the necessary professional training and social benefits identical with those of the foreign workers they employ.

2. Companies covered by this Law which employ a high proportion of Angolan workers, including in positions of management and responsibility, and which provide them with professional training and benefits equivalent to those of their foreign employees, sh all benefit from special fiscal incentives and opportunities.

3. Companies covered by this Law shall be entitled to employ qualified foreign workers; however, they must comply with the respective plan for training national technicians and progressively fill these positions with Angolan workers.

4. Foreign workers contracted under the terms of the previous section will be subject to current law in the Republic of Angola.

ARTICLE 14
(Project Implementation)

1. Implementation of the foreign investment project shall begin within a period set in the respective authorization.

2. In duly justified cases, and by request of the foreign investor, the above-mentioned period may be extended by the competent body.

3. Implementation and management of the foreign investment project shall be done in strict conformity with the conditions for its authorization and applicable legislation, and contributions from abroad shall not be used in any way or to any purpose other than that for which it was authorized, nor shall the company alter the objectives for which it had been authorized.

4. Any broadening of the company's objectives to fields of activity not included in its authorization, shall require prior authorization from the competent body.

ARTICLE 15
(Monitoring)

In order to facilitate monitoring of the implementation of the authorized foreign investments, companies must provide information to the competent body, on an annual basis, showing the results and development of their activities, by completing the questio nnaire which the competent body shall send them for this purpose.

ARTICLE 16
(Transfer of Contractual Status)

Total or partial transfer of the contract or corporate status relating to the foreign investment may only occur through prior authorization of the Ministry of Finance, with any existing domestic investors retaining the right of preference in every case.

ARTICLE 17
(Dissolution and Liquidation)

1. Companies constituted under the present Law shall be dissolved in cases provided for under legal and regulatory clauses of the respective contract or incorporation document, as well as those in the following circumstances:

a) the expiry of a pre-determined period of time;

b) the decision of the shareholders;

c) the full achievement of the corporate objective or the impossibility of achieving it;

d) failure to raise the capitol necessary to operate the company;

e) subsequent declaration of its corporate objective as being illegal;

f) the bankruptcy of the company;

g) notable deviation from the company's corporate objective;

h) all other cases provided for under commercial legislation.

2. The dissolution and liquidation of a company constituted under the foreign investment regime shall be subject to current commercial legislation.

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