1. The Enterprise is the organ of the Authority which shall carry out
activities in the Area directly, pursuant to article 153, paragraph 2 (a),
as well as the transporting, processing and marketing of minerals recovered
from the Area.
2. In carrying out its purposes and in the exercise of its functions, the
Enterprise shall act in accordance with this Convention and the rules,
regulations and procedures of the Authority.
3. In developing the resources of the Area pursuant to paragraph 1, the
Enterprise shall, subject to this Convention, operate in accordance with
sound commercial principles.
Article 2
Relationship to the Authority
1. Pursuant to article 170, the Enterprise shall act in accordance with the
general policies of the Assembly and the directives of the Council.
2. Subject to paragraph 1, the Enterprise shall enjoy autonomy in the
conduct of its operations.
3. Nothing in this Convention shall make the Enterprise liable for the acts
or obligations of the Authority, or make the Authority liable for the acts
or obligations of the Enterprise.
Article 3
Limitation of liability
Without prejudice to article 11, paragraph 3, of this Annex, no member of
the Authority shall be liable by reason only of its membership for the acts
or obligations of the Enterprise.
Article 4
Structure
The Enterprise shall have a Governing Board, a Director-General and the
staff necessary for the exercise of its functions.
Article 5
Governing Board
1. The Governing Board shall be composed of 15 members elected by the
Assembly in accordance with article 160, paragraph 2(c). In the election of
the members of the Board, due regard shall be paid to the principle of
equitable geographical distribution. In submitting nominations of
candidates for election to the Board, members of the Authority shall bear
in mind the need to nominate candidates of the highest standard of
competence, with qualifications in relevant fields, so as to ensure the
viability and success of the Enterprise.
2. Members of the Board shall be elected for four years and may be
reelected; and due regard shall be paid to the principle of rotation of
membership.
3. Members of the Board shall continue in office until their successors are
elected. If the office of a member of the Board becomes vacant, the
Assembly shall, in accordance with article 160, paragraph 2(c), elect a new
member for the remainder of his predecessor's term.
4. Members of the Board shall act in their personal capacity. In the
performance of their duties they shall not seek or receive instructions
from any government or from any other source. Each member of the Authority
shall respect the independent character of the members of the Board and
shall refrain from all attempts to influence any of them in the discharge
of their duties.
5. Each member of the Board shall receive remuneration to be paid out of
the funds of the Enterprise. The amount of remuneration shall be fixed by
the Assembly, upon the recommendation of the Council.
6. The Board shall normally function at the principal office of the
Enterprise and shall meet as often as the business of the Enterprise may
require.
7. Two thirds of the members of the Board shall constitute a quorum.
8. Each member of the Board shall have one vote. All matters before the
Board shall be decided by a majority of its members. If a member has a
conflict of interest on a matter before the Board he shall refrain from
voting on that matter.
9. Any member of the Authority may ask the Board for information in respect
of its operations which particularly affect that member. The Board shall
endeavour to provide such information.
Article 6
Powers and functions of the Governing Board
The Governing Board shall direct the operations of the Enterprise. Subject
to this Convention, the Governing Board shall exercise the powers necessary
to fulfil the purposes of the Enterprise, including powers:
(a) to elect a Chairman from among its members;
(b) to adopt its rules of procedure;
(c) to draw up and submit formal written plans of work to the Council in
accordance with article 153, paragraph 3, and article 162, paragraph
2(j);
(d) to develop plans of work and programmes for carrying out the
activities specified in article 170;
(e) to prepare and submit to the Council applications for production
authorizations in accordance with article 151, paragraphs 2 to 7;
(f) to authorize negotiations concerning the acquisition of technology
including those provided for in Annex III, article 5, paragraph 3
(a), (c) and (d), and to approve the results of those negotiations;
(g) to establish terms and conditions, and to authorize negotiations,
concerning joint ventures and other forms of joint arrangements
referred to in Annex III, articles 9 and 11, and to approve the
results of such negotiations;
(h) to recommend to the Assembly what portion of the net income of the
Enterprise should be retained as its reserves in accordance with
article 160, paragraph 2 (f), and article 10 of this Annex;
(i) to approve the annual budget of the Enterprise;
(j) to authorize the procurement of goods and services in accordance with
article 12, paragraph 3, of this Annex;
(k) to submit an annual report to the Council in accordance with article
9 of this Annex;
(l) to submit to the Council for the approval of the Assembly draft rules
in respect of the organization, management, appointment and dismissal
of the staff of the Enterprise and to adopt regulations to give
effect to such rules;
(m) to borrow funds and to furnish such collateral or other security as
it may determine in accordance with article 11, paragraph 2, of this
Annex;
(n) to enter into any legal proceedings, agreements and transactions and
to take any other actions in accordance with article 13 of this
Annex;
(o) to delegate, subject to the approval of the Council, any
non-discretionary powers to the Director-General and to its
committees.
Article 7
Director-General and staff of the Enterprise
1. The Assembly shall, upon the recommendation of the Council and the
nomination of the Governing Board, elect the Director-General of the
Enterprise who shall not be a member of the Board. The Director-General
shall hold office for a fixed term, not exceeding five years, and may be
re-elected for further terms.
2. The Director-General shall be the legal representative and chief
executive of the Enterprise and shall be directly responsible to the Board
for the conduct of the operations of the Enterprise. He shall be
responsible for the organization, management, appointment and dismissal of
the staff of the Enterprise in accordance with the rules and regulations
referred to in article 6, subparagraph (l), of this Annex. He shall
participate, without the right to vote, in the meetings of the Board and
may participate, without the right to vote, in the meetings of the Assembly
and the Council when these organs are dealing with matters concerning the
Enterprise.
3. The paramount consideration in the recruitment and employment of the
staff and in the determination of their conditions of service shall be the
necessity of securing the highest standards of efficiency and of technical
competence. Subject to this consideration, due regard shall be paid to the
importance of recruiting the staff on an equitable geographical basis.
4. In the performance of their duties the Director-General and the staff
shall not seek or receive instructions from any government or from any
other source external to the Enterprise. They shall refrain from any action
which might reflect on their position as international officials of the
Enterprise responsible only to the Enterprise. Each State Party undertakes
to respect the exclusively international character of the responsibilities
of the Director-General and the staff and not to seek to influence them in
the discharge of their responsibilities.
5. The responsibilities set forth in article 168, paragraph 2, are equally
applicable to the staff of the Enterprise.
Article 8
Location
The Enterprise shall have its principal office at the seat of the
Authority. The Enterprise may establish other offices and facilities in the
territory of any State Party with the consent of that State Party.
Article 9
Reports and financial statements
1. The Enterprise shall, not later than three months after the end of each
financial year, submit to the Council for its consideration an annual
report containing an audited statement of its accounts and shall transmit
to the Council at appropriate intervals a summary statement of its
financial position and a profit and loss statement showing the results of
its operations.
2. The Enterprise shall publish its annual report and such other reports as
it finds appropriate.
3. All reports and financial statements referred to in this article shall
be distributed to the members of the Authority.
Article 10
Allocation of net income
1. Subject to paragraph 3, the Enterprise shall make payments to the
Authority under Annex III, article 13, or their equivalent.
2. The Assembly shall, upon the recommendation of the Governing Board,
determine what portion of the net income of the Enterprise shall be
retained as reserves of the Enterprise. The remainder shall be transferred
to the Authority.
3. During an initial period required for the Enterprise to become self-
supporting, which shall not exceed 10 years from the commencement of
commercial production by it, the Assembly shall exempt the Enterprise from
the payments referred to in paragraph 1, and shall leave all of the net
income of the Enterprise in its reserves.
Article 11
Finances
1. The funds of the Enterprise shall include:
(a) amounts received from the Authority in accordance with article 173,
paragraph 2(b);
(b) voluntary contributions made by States Parties for the purpose of
financing activities of the Enterprise;
(c) amounts borrowed by the Enterprise in accordance with paragraphs 2
and 3;
(d) income of the Enterprise from its operations;
(e) other funds made available to the Enterprise to enable it to commence
operations as soon as possible and to carry out its functions.
2. (a) The Enterprise shall have the power to borrow funds and to
furnish such collateral or other security as it may determine. Before
making a public sale of its obligations in the financial markets or
currency of a State Party, the Enterprise shall obtain the approval
of that State Party. The total amount of borrowings shall be approved
by the Council upon the recommendation of the Governing Board.
(b) States Parties shall make every reasonable effort to support
applications by the Enterprise for loans on capital markets and from
international financial institutions.
3. (a) The Enterprise shall be provided with the funds necessary to
explore and exploit one mine site, and to transport, process and
market the minerals recovered therefrom and the nickel, copper,
cobalt and manganese obtained, and to meet its initial administrative
expenses. The amount of the said funds, and the criteria and factors
for its adjustment, shall be included by the Preparatory Commission
in the draft rules, regulations and procedures of the Authority.
(b) All States Parties shall make available to the Enterprise an amount
equivalent to one half of the funds referred to in subparagraph (a)
by way of long-term interest-free loans in accordance with the scale
of assessments for the United Nations regular budget in force at the
time when the assessments are made, adjusted to take into account the
States which are not members of the United Nations. Debts incurred by
the Enterprise in raising the other half of the funds shall be
guaranteed by all States Parties in accordance with the same scale.
(c) If the sum of the financial contributions of States Parties is less
than the funds to be provided to the Enterprise under subparagraph
(a), the Assembly shall, at its first session, consider the extent of
the shortfall and adopt by consensus measures for dealing with this
shortfall, taking into account the obligation of States Parties under
subparagraphs (a) and (b) and any recommendations of the Preparatory
Commission.
(d) (i) Each State Party shall, within 60 days after the entry into force
of this Convention, or within 30 days after the deposit of its
instrument of ratification or accession, whichever is later, deposit
with the Enterprise irrevocable, non-negotiable, non-interest-bearing
promissory notes in the amount of the share of such State Party of
interest-free loans pursuant to subparagraph (b).
(ii) The Board shall prepare, at the earliest practicable date after
this Convention enters into force, and thereafter at annual or other
appropriate intervals, a schedule of the magnitude and timing of its
requirements for the funding of its administrative expenses and for
activities carried out by the Enterprise in accordance with article
170 and article 12 of this Annex.
(iii) The States Parties shall, thereupon, be notified by the
Enterprise, through the Authority, of their respective shares of the
funds in accordance with subparagraph (b), required for such
expenses. The Enterprise shall encash such amounts of the promissory
notes as may be required to meet the expenditure referred to in the
schedule with respect to interest-free loans.
(iv) States Parties shall, upon receipt of the notification, make
available their respective shares of debt guarantees for the
Enterprise in accordance with subparagraph (b).
(e) (i) If the Enterprise so requests, State Parties may provide debt
guarantees in addition to those provided in accordance with the scale
referred to in subparagraph (b).
(ii) In lieu of debt guarantees, a State Party may make a voluntary
contribution to the Enterprise in an amount equivalent to that
portion of the debts which it would otherwise be liable to guarantee.
(f) Repayment of the interest-bearing loans shall have priority over the
repayment of the interest-free loans. Repayment of interest-free
loans shall be in accordance with a schedule adopted by the Assembly,
upon the recommendation of the Council and the advice of the Board.
In the exercise of this function the Board shall be guided by the
relevant provisions of the rules, regulations and procedures of the
Authority, which shall take into account the paramount importance of
ensuring the effective functioning of the Enterprise and, in
particular, ensuring its financial independence.
(g) Funds made available to the Enterprise shall be in freely usable
currencies or currencies which are freely available and effectively
usable in the major foreign exchange markets. These currencies shall
be defined in the rules, regulations and procedures of the Authority
in accordance with prevailing international monetary practice. Except
as provided in paragraph 2, no State Party shall maintain or impose
restrictions on the holding, use or exchange by the Enterprise of
these funds.
(h) "Debt guarantee" means a promise of a State Party to creditors of the
Enterprise to pay, pro rata in accordance with the appropriate scale,
the financial obligations of the Enterprise covered by the guarantee
following notice by the creditors to the State Party of a default by
the Enterprise. Procedures for the payment of those obligations shall
be in conformity with the rules, regulations and procedures of the
Authority.
4. The funds, assets and expenses of the Enterprise shall be kept separate
from those of the Authority. This article shall not prevent the Enterprise
from making arrangements with the Authority regarding facilities, personnel
and services and arrangements for reimbursement of administrative expenses
paid by either on behalf of the other.
5. The records, books and accounts of the Enterprise, including its annual
financial statements, shall be audited annually by an independent auditor
appointed by the Council.
Article 12
Operations
1. The Enterprise shall propose to the Council projects for carrying out
activities in accordance with article 170. Such proposals shall include a
formal written plan of work for activities in the Area in accordance with
article 153, paragraph 3, and all such other information and data as may be
required from time to time for its appraisal by the Legal and Technical
Commission and approval by the Council.
2. Upon approval by the Council, the Enterprise shall execute the project
on the basis of the formal written plan of work referred to in paragraph 1.
3. (a) If the Enterprise does not possess the goods and services
required for its operations it may procure them. For that purpose, it
shall issue invitations to tender and award contracts to bidders
offering the best combination of quality, price and delivery time.
(b) If there is more than one bid offering such a combination, the
contract shall be awarded in accordance with:
(i) the principle of non-discrimination on the basis of political or
other considerations not relevant to the carrying out of operations
with due diligence and efficiency; and
(ii) guidelines approved by the Council with regard to the
preferences to be accorded to goods and services originating in
developing States, including the land-locked and geographically
disadvantaged among them.
(c) The Governing Board may adopt rules determining the special
circumstances in which the requirement of invitations to bid may, in
the best interests of the Enterprise, be dispensed with.
4. The Enterprise shall have title to all minerals and processed substances
produced by it.
5. The Enterprise shall sell its products on a non-discriminatory basis. It
shall not give non-commercial discounts.
6. Without prejudice to any general or special power conferred on the
Enterprise under any other provision of this Convention, the Enterprise
shall exercise such powers incidental to its business as shall be
necessary.
7. The Enterprise shall not interfere in the political affairs of any State
Party; nor shall it be influenced in its decisions by the political
character of the State Party concerned. Only commercial considerations
shall be relevant to its decisions, and these considerations shall be
weighed impartially in order to carry out the purposes specified in article
1 of this Annex.
Article 13
Legal status, privileges and immunities
1. To enable the Enterprise to exercise its functions, the status,
privileges and immunities set forth in this article shall be accorded to
the Enterprise in the territories of States Parties. To give effect to this
principle the Enterprise and States Parties may, where necessary, enter
into special agreements.
2. The Enterprise shall have such legal capacity as is necessary for the
exercise of its functions and the fulfilment of its purposes and, in
particular, the capacity:
(a) to enter into contracts, joint arrangements or other arrangements,
including agreements with States and international organizations;
(b) to acquire, lease, hold and dispose of immovable and movable
property;
(c) to be a party to legal proceedings.
3. (a) Actions may be brought against the Enterprise only in a court of
competent jurisdiction in the territory of a State Party in which the
Enterprise:
(i) has an office or facility;
(ii) has appointed an agent for the purpose of accepting service or
notice of process;
(iii) has entered into a contract for goods or services;
(iv) has issued securities; or
(v) is otherwise engaged in commercial activity.
(b) The property and assets of the Enterprise, wherever located and by
whomsoever held, shall be immune from all forms of seizure,
attachment or execution before the delivery of final judgment against
the Enterprise.
4. (a) The property and assets of the Enterprise, wherever located and
by whomsoever held, shall be immune from requisition, confiscation,
expropriation or any other form of seizure by executive or
legislative action.
(b) The property and assets of the Enterprise, wherever located and by
whomsoever held, shall be free from discriminatory restrictions,
regulations, controls and moratoria of any nature.
(c) The Enterprise and its employees shall respect local laws and
regulations in any State or territory in which the Enterprise or its
employees may do business or otherwise act.
(d) States Parties shall ensure that the Enterprise enjoys all rights,
privileges and immunities accorded by them to entities conducting
commercial activities in their territories. These rights, privileges
and immunities shall be accorded to the Enterprise on no less
favourable a basis than that on which they are accorded to entities
engaged in similar commercial activities. If special privileges are
provided by States Parties for developing States or their commercial
entities, the Enterprise shall enjoy those privileges on a similarly
preferential basis.
(e) States Parties may provide special incentives, rights, privileges and
immunities to the Enterprise without the obligation to provide such
incentives, rights, privileges and immunities to other commercial
entities.
5. The Enterprise shall negotiate with the host countries in which its
offices and facilities are located for exemption from direct and indirect
taxation.
6. Each State Party shall take such action as is necessary for giving
effect in terms of its own law to the principles set forth in this Annex
and shall inform the Enterprise of the specific action which it has taken.
7. The Enterprise may waive any of the privileges and immunities conferred
under this article or in the special agreements referred to in paragraph 1
to such extent and upon such conditions as it may determine.
ANNEX V. CONCILIATION
SECTION 1. CONCILIATION PROCEDURE PURSUANT TO
SECTION 1 OF PART XV
Article 1
Institution of proceedings
If the parties to a dispute have agreed, in accordance with article 284, to
submit it to conciliation under this section, any such party may institute
the proceedings by written notification addressed to the other party or
parties to the dispute.
Article 2
List of conciliators
A list of conciliators shall be drawn up and maintained by the Secretary-
General of the United Nations. Every State Party shall be entitled to
nominate four conciliators, each of whom shall be a person enjoying the
highest reputation for fairness, competence and integrity. The names of the
persons so nominated shall constitute the list. If at any time the
conciliators nominated by a State Party in the list so constituted shall be
fewer than four, that State Party shall be entitled to make further
nominations as necessary. The name of a conciliator shall remain on the
list until withdrawn by the State Party which made the nomination, provided
that such conciliator shall continue to serve on any conciliation
commission to which that conciliator has been appointed until the
completion of the proceedings before that commission.
Article 3
Constitution of conciliation commission
The conciliation commission shall, unless the parties otherwise agree, be
constituted as follows:
(a) Subject to subparagraph (g), the conciliation commission shall
consist of five members.
(b) The party instituting the proceedings shall appoint two conciliators
to be chosen preferably from the list referred to in article 2 of
this Annex, one of whom may be its national, unless the parties
otherwise agree. Such appointments shall be included in the
notification referred to in article 1 of this Annex.
(c) The other party to the dispute shall appoint two conciliators in the
manner set forth in subparagraph (b) within 21 days of receipt of the
notification referred to in article 1 of this Annex. If the
appointments are not made within that period, the party instituting
the proceedings may, within one week of the expiration of that
period, either terminate the proceedings by notification addressed to
the other party or request the Secretary-General of the United
Nations to make the appointments in accordance with subparagraph (e).
(d) Within 30 days after all four conciliators have been appointed, they
shall appoint a fifth conciliator chosen from the list referred to in
article 2 of this Annex, who shall be chairman. If the appointment is
not made within that period, either party may, within one week of the
expiration of that period, request the Secretary-General of the
United Nations to make the appointment in accordance with
subparagraph (e).
(e) Within 30 days of the receipt of a request under subparagraph (c) or
(d), the Secretary-General of the United Nations shall make the
necessary appointments from the list referred to in article 2 of this
Annex in consultation with the parties to the dispute.
(f) Any vacancy shall be filled in the manner prescribed for the initial
appointment.
(g) Two or more parties which determine by agreement that they are in the
same interest shall appoint two conciliators jointly. Where two or
more parties have separate interests or there is a disagreement as to
whether they are of the same interest, they shall appoint
conciliators separately.
(h) In disputes involving more than two parties having separate
interests, or where there is disagreement as to whether they are of
the same interest, the parties shall apply subparagraphs (a) to (f)
in so far as possible.
Article 4
Procedure
The conciliation commission shall, unless the parties otherwise agree,
determine its own procedure. The commission may, with the consent of the
parties to the dispute, invite any State Party to submit to it its views
orally or in writing. Decisions of the commission regarding procedural
matters, the report and recommendations shall be made by a majority vote of
its members.
Article 5
Amicable settlement
The commission may draw the attention of the parties to any measures which
might facilitate an amicable settlement of the dispute.
Article 6
Functions of the commission
The commission shall hear the parties, examine their claims and objections,
and make proposals to the parties with a view to reaching an amicable
settlement.
Article 7
Report
1. The commission shall report within 12 months of its constitution. Its
report shall record any agreements reached and, failing agreement, its
conclusions on all questions of fact or law relevant to the matter in
dispute and such recommendations as the commission may deem appropriate for
an amicable settlement. The report shall be deposited with the
Secretary-General of the United Nations and shall immediately be
transmitted by him to the parties to the dispute.
2. The report of the commission, including its conclusions or
recommendations, shall not be binding upon the parties.
Article 8
Termination
The conciliation proceedings are terminated when a settlement has been
reached, when the parties have accepted or one party has rejected the
recommendations of the report by written notification addressed to the
Secretary-General of the United Nations, or when a period of three months
has expired from the date of transmission of the report to the parties.
Article 9
Fees and expenses
The fees and expenses of the commission shall be borne by the parties to
the dispute.
Article 10
Right of parties to modify procedure
The parties to the dispute may by agreement applicable solely to that
dispute modify any provision of this Annex.
SECTION 2. COMPULSORY SUBMISSION TO
CONCILIATION PROCEDURE PURSUANT TO
SECTION 3 OF PART XV
Article 11
Institution of proceedings
1. Any party to a dispute which, in accordance with Part XV, section 3, may
be submitted to conciliation under this section, may institute the
proceedings by written notification addressed to the other party or parties
to the dispute.
2. Any party to the dispute, notified under paragraph 1, shall be obliged
to submit to such proceedings.
Article 12
Failure to reply or to submit to conciliation
The failure of a party or parties to the dispute to reply to notification
of institution of proceedings or to submit to such proceedings shall not
constitute a bar to the proceedings.
Article 13
Competence
A disagreement as to whether a conciliation commission acting under this
section has competence shall be decided by the commission.
Article 14
Application of section 1
Articles 2 to 10 of section I of this Annex apply subject to this section.
ANNEX VI. STATUTE OF THE INTERNATIONAL
TRIBUNAL FOR THE LAW OF THE SEA
Article 1
General provisions
1. The International Tribunal for the Law of the Sea is constituted and
shall function in accordance with the provisions of this Convention and
this Statute.
2. The seat of the Tribunal shall be in the Free and Hanseatic City of
Hamburg in the Federal Republic of Germany.
3. The Tribunal may sit and exercise its functions elsewhere whenever it
considers this desirable.
4. A reference of a dispute to the Tribunal shall be governed by the
provisions of Parts XI and XV.
SECTION 1. ORGANIZATION OF THE TRIBUNAL
Article 2
Composition
1. The Tribunal shall be composed of a body of 21 independent members,
elected from among persons enjoying the highest reputation for fairness and
integrity and of recognized competence in the field of the law of the sea.
2. In the Tribunal as a whole the representation of the principal legal
systems of the world and equitable geographical distribution shall be
assured.
Article 3
Membership
1. No two members of the Tribunal may be nationals of the same State. A
person who for the purposes of membership in the Tribunal could be regarded
as a national of more than one State shall be deemed to be a national of
the one in which he ordinarily exercises civil and political rights.
2. There shall be no fewer than three members from each geographical group
as established by the General Assembly of the United Nations.
Article 4
Nominations and elections
1. Each State Party may nominate not more than two persons having the
qualifications prescribed in article 2 of this Annex. The members of the
Tribunal shall be elected from the list of persons thus nominated.
2. At least three months before the date of the election, the Secretary-
General of the United Nations in the case of the first election and the
Registrar of the Tribunal in the case of subsequent elections shall address
a written invitation to the States Parties to submit their nominations for
members of the Tribunal within two months. He shall prepare a list in
alphabetical order of all the persons thus nominated, with an indication of
the States Parties which have nominated them, and shall submit it to the
States Parties before the seventh day of the last month before the date of
each election.
3. The first election shall be held within six months of the date of entry
into force of this Convention.
4. The members of the Tribunal shall be elected by secret ballot. Elections
shall be held at a meeting of the States Parties convened by the Secretary-
General of the United Nations in the case of the first election and by a
procedure agreed to by the States Parties in the case of subsequent
elections. Two thirds of the States Parties shall constitute a quorum at
that meeting. The persons elected to the Tribunal shall be those nominees
who obtain the largest number of votes and a two-thirds majority of the
States Parties present and voting, provided that such majority includes a
majority of the States Parties.
Article 5
Term of office
1. The members of the Tribunal shall be elected for nine years and may be
re-elected; provided, however, that of the members elected at the first
election, the terms of seven members shall expire at the end of three years
and the terms of seven more members shall expire at the end of six years.
2. The members of the Tribunal whose terms are to expire at the end of the
above-mentioned initial periods of three and six years shall be chosen by
lot to be drawn by the Secretary-General of the United Nations immediately
after the first election.
3. The members of the Tribunal shall continue to discharge their duties
until their places have been filled. Though replaced, they shall finish any
proceedings which they may have begun before the date of their replacement.
4. In the case of the resignation of a member of the Tribunal, the letter
of resignation shall be addressed to the President of the Tribunal. The
place becomes vacant on the receipt of that letter.
Article 6
Vacancies
1. Vacancies shall be filled by the same method as that laid down for the
first election, subject to the following provision: the Registrar shall,
within one month of the occurrence of the vacancy, proceed to issue the
invitations provided for in article 4 of this Annex, and the date of the
election shall be fixed by the President of the Tribunal after consultation
with the States Parties.
2. A member of the Tribunal elected to replace a member whose term of
office has not expired shall hold office for the remainder of his
predecessor's term.
Article 7
Incompatible activities
1. No member of the Tribunal may exercise any political or administrative
function, or associate actively with or be financially interested in any of
the operations of any enterprise concerned with the exploration for or
exploitation of the resources of the sea or the sea-bed or other commercial
use of the sea or the sea-bed.
2. No member of the Tribunal may act as agent, counsel or advocate in any
case.
3. Any doubt on these points shall be resolved by decision of the majority
of the other members of the Tribunal present.
Article 8
Conditions relating to participation of members
in a particular case
1. No member of the Tribunal may participate in the decision of any case in
which he has previously taken part as agent, counsel or advocate for one of
the parties, or as a member of a national or international court or
tribunal, or in any other capacity.
2. If, for some special reason, a member of the Tribunal considers that he
should not take part in the decision of a particular case, he shall so
inform the President of the Tribunal.
3. If the President considers that for some special reason one of the
members of the Tribunal should not sit in a particular case, he shall give
him notice accordingly.
4. Any doubt on these points shall be resolved by decision of the majority
of the other members of the Tribunal present.
Article 9
Consequence of ceasing to fulfil required conditions
If, in the unanimous opinion of the other members of the Tribunal, a member
has ceased to fulfil the required conditions, the President of the Tribunal
shall declare the seat vacant.
Article 10
Privileges and immunities
The members of the Tribunal, when engaged on the business of the Tribunal,
shall enjoy diplomatic privileges and immunities.
Article 11
Solemn declaration by members
Every member of the Tribunal shall, before taking up his duties, make a
solemn declaration in open session that he will exercise his powers
impartially and conscientiously.
Article 12
President, Vice-President and Registrar
1. The Tribunal shall elect its President and Vice-President for three
years; they may be re-elected.
2. The Tribunal shall appoint its Registrar and may provide for the
appointment of such other officers as may be necessary.
3. The President and the Registrar shall reside at the seat of the
Tribunal.
Article 13
Quorum
1. All available members of the Tribunal shall sit; a quorum of 11 elected
members shall be required to constitute the Tribunal.
2. Subject to article 17 of this Annex, the Tribunal shall determine which
members are available to constitute the Tribunal for the consideration of a
particular dispute, having regard to the effective functioning of the
chambers as provided for in articles 14 and 15 of this Annex.
3. All disputes and applications submitted to the Tribunal shall be heard
and determined by the Tribunal, unless article 14 of this Annex applies, or
the parties request that it shall be dealt with in accordance with article
15 of this Annex.
Article 14
Sea-Bed Disputes Chamber
A Sea-Bed Disputes Chamber shall be established in accordance with the
provisions of section 4 of this Annex. Its jurisdiction, powers and
functions shall be as provided for in Part XI, section 5.
Article 15
Special chambers
1. The Tribunal may form such chambers, composed of three or more of its
elected members, as it considers necessary for dealing with particular
categories of disputes.
2. The Tribunal shall form a chamber for dealing with a particular dispute
submitted to it if the parties so request. The composition of such a
chamber shall be determined by the Tribunal with the approval of the
parties.
3. With a view to the speedy dispatch of business, the Tribunal shall form
annually a chamber composed of five of its elected members which may hear
and determine disputes by summary procedure. Two alternative members shall
be selected for the purpose of replacing members who are unable to
participate in a particular proceeding.
4. Disputes shall be heard and determined by the chambers provided for in
this article if the parties so request.
5. A judgment given by any of the chambers provided for in this article and
in article 14 of this Annex shall be considered as rendered by the
Tribunal.
Article 16
Rules of the Tribunal
The Tribunal shall frame rules for carrying out its functions. In
particular it shall lay down rules of procedure.
Article 17
Nationality of members
1. Members of the Tribunal of the nationality of any of the parties to a
dispute shall retain their right to participate as members of the Tribunal.
2. If the Tribunal, when hearing a dispute, includes upon the bench a
member of the nationality of one of the parties, any other party may choose
a person to participate as a member of the Tribunal.
3. If the Tribunal, when hearing a dispute, does not include upon the bench
a member of the nationality of the parties, each of those parties may
choose a person to participate as a member of the Tribunal.
4. This article applies to the chambers referred to in articles 14 and 15
of this Annex. In such cases, the President, in consultation with the
parties, shall request specified members of the Tribunal forming the
chamber, as many as necessary, to give place to the members of the Tribunal
of the nationality of the parties concerned, and, failing such, or if they
are unable to be present, to the members specially chosen by the parties.
5. Should there be several parties in the same interest, they shall, for
the purpose of the preceding provisions, be considered as one party only.
Any doubt on this point shall be settled by the decision of the Tribunal.
6. Members chosen in accordance with paragraphs 2, 3 and 4 shall fulfil the
conditions required by articles 2, 8 and 11 of this Annex. They shall
participate in the decision on terms of complete equality with their
colleagues.
Article 18
Remuneration of members
1. Each elected member of the Tribunal shall receive an annual allowance
and, for each day on which he exercises his functions, a special allowance,
provided that in any year the total sum payable to any member as special
allowance shall not exceed the amount of the annual allowance.
2. The President shall receive a special annual allowance.
3. The Vice-President shall receive a special allowance for each day on
which he acts as President.
4. The members chosen under article 17 of this Annex, other than elected
members of the Tribunal, shall receive compensation for each day on which
they exercise their functions.
5. The salaries, allowances and compensation shall be determined from time
to time at meetings of the States Parties, taking into account the work
load of the Tribunal. They may not be decreased during the term of office.
6. The salary of the Registrar shall be determined at meetings of the
States Parties, on the proposal of the Tribunal.
7. Regulations adopted at meetings of the States Parties shall determine
the conditions under which retirement pensions may be given to members of
the Tribunal and to the Registrar, and the conditions under which members
of the Tribunal and Registrar shall have their travelling expenses
refunded.
8. The salaries, allowances, and compensation shall be free of all
taxation.
Article 19
Expenses of the Tribunal
1. The expenses of the Tribunal shall be borne by the States Parties and by
the Authority on such terms and in such a manner as shall be decided at
meetings of the States Parties.
2. When an entity other than a State Party or the Authority is a party to a
case submitted to it, the Tribunal shall fix the amount which that party is
to contribute towards the expenses of the Tribunal.
SECTION 2. COMPETENCE
Article 20
Access to the Tribunal
1. The Tribunal shall be open to States Parties.
2. The Tribunal shall be open to entities other than States Parties in any
case expressly provided for in Part XI or in any case submitted pursuant to
any other agreement conferring jurisdiction on the Tribunal which is
accepted by all the parties to that case.
Article 21
Jurisdiction
The jurisdiction of the Tribunal comprises all disputes and all
applications submitted to it in accordance with this Convention and all
matters specifically provided for in any other agreement which confers
jurisdiction on the Tribunal.
Article 22
Reference of disputes subject to other agreements
If all the parties to a treaty or convention already in force and
concerning the subject-matter covered by this Convention so agree, any
disputes concerning the interpretation or application of such treaty or
convention may, in accordance with such agreement, be submitted to the
Tribunal.
Article 23
Applicable law
The Tribunal shall decide all disputes and applications in accordance with
article 293.
SECTION 3. PROCEDURE
Article 24
Institution of proceedings
1. Disputes are submitted to the Tribunal, as the case may be, either by
notification of a special agreement or by written application, addressed to
the Registrar. In either case, the subject of the dispute and the parties
shall be indicated.
2. The Registrar shall forthwith notify the special agreement or the
application to all concerned.
3. The Registrar shall also notify all States Parties.
Article 25
Provisional measures
1. In accordance with article 290, the Tribunal and its Sea-Bed Disputes
Chamber shall have the power to prescribe provisional measures.
2. If the Tribunal is not in session or a sufficient number of members is
not available to constitute a quorum, the provisional measures shall be
prescribed by the chamber of summary procedure formed under article 15,
paragraph 3, of this Annex. Notwithstanding article 15, paragraph 4, of
this Annex, such provisional measures may be adopted at the request of any
party to the dispute. They shall be subject to review and revision by the
Tribunal.
Article 26
Hearing
1. The hearing shall be under the control of the President or, if he is
unable to preside, of the Vice-President. If neither is able to preside,
the senior judge present of the Tribunal shall preside.
2. The hearing shall be public, unless the Tribunal decides otherwise or
unless the parties demand that the public be not admitted.
Article 27
Conduct of case
The Tribunal shall make orders for the conduct of the case, decide the form
and time in which each party must conclude its arguments, and make all
arrangements connected with the taking of evidence.
Article 28
Default
When one of the parties does not appear before the Tribunal or fails to
defend its case, the other party may request the Tribunal to continue the
proceedings and make its decision. Absence of a party or failure of a party
to defend its case shall not constitute a bar to the proceedings. Before
making its decision, the Tribunal must satisfy itself not only that it has
jurisdiction over the dispute, but also that the claim is well founded in
fact and law.
Article 29
Majority for decision
1. All questions shall be decided by a majority of the members of the
Tribunal who are present.
2. In the event of an equality of votes, the President or the member of the
Tribunal who acts in his place shall have a casting vote.
Article 30
Judgment
1. The judgment shall state the reasons on which it is based.
2. It shall contain the names of the members of the Tribunal who have taken
part in the decision.
3. If the judgment does not represent in whole or in part the unanimous
opinion of the members of the Tribunal, any member shall be entitled to
deliver a separate opinion.
4. The judgment shall be signed by the President and by the Registrar. It
shall be read in open court, due notice having been given to the parties to
the dispute.
Article 31
Request to intervene
1. Should a State Party consider that it has an interest of a legal nature
which may be affected by the decision in any dispute, it may submit a
request to the Tribunal to be permitted to intervene.
2. It shall be for the Tribunal to decide upon this request.
3. If a request to intervene is granted, the decision of the Tribunal in
respect of the dispute shall be binding upon the intervening State Party in
so far as it relates to matters in respect of which that State Party
intervened.
Article 32
Right to intervene in cases of interpretation or application
1. Whenever the interpretation or application of this Convention is in
question, the Registrar shall notify all States Parties forthwith.
2. Whenever pursuant to article 21 or 22 of this Annex the interpretation
or application of an international agreement is in question, the Registrar
shall notify all the parties to the agreement.
3. Every party referred to in paragraphs 1 and 2 has the right to intervene
in the proceedings; if it uses this right, the interpretation given by the
judgment will be equally binding upon it.
Article 33
Finality and binding force of decisions
1. The decision of the Tribunal is final and shall be complied with by all
the parties to the dispute.
2. The decision shall have no binding force except between the parties in
respect of that particular dispute.
3. In the event of dispute as to the meaning or scope of the decision, the
Tribunal shall construe it upon the request of any party.
Article 34
Costs
Unless otherwise decided by the Tribunal, each party shall bear its own
costs.
SECTION 4. SEA-BED DISPUTES CHAMBER
Article 35
Composition
1. The Sea-Bed Disputes Chamber referred to in article 14 of this Annex
shall be composed of 11 members, selected by a majority of the elected
members of the Tribunal from among them.
2. In the selection of the members of the Chamber, the representation of
the principal legal systems of the world and equitable geographical
distribution shall be assured. The Assembly of the Authority may adopt
recommendations of a general nature relating to such representation and
distribution.
3. The members of the Chamber shall be selected every three years and may
be selected for a second term.
4. The Chamber shall elect its President from among its members, who shall
serve for the term for which the Chamber has been selected.
5. If any proceedings are still pending at the end of any three-year period
for which the Chamber has been selected, the Chamber shall complete the
proceedings in its original composition.
6. If a vacancy occurs in the Chamber, the Tribunal shall select a
successor from among its elected members, who shall hold office for the
remainder of his predecessor's term.
7. A quorum of seven of the members selected by the Tribunal shall be
required to constitute the Chamber.
Article 36
Ad hoc chambers
1. The Sea-Bed Disputes Chamber shall form an ad hoc chamber, composed of
three of its members, for dealing with a particular dispute submitted to it
in accordance with article 188, paragraph 1 (b). The composition of such a
chamber shall be determined by the Sea-Bed Disputes Chamber with the
approval of the parties.
2. If the parties do not agree on the composition of an ad hoc chamber,
each party to the dispute shall appoint one member, and the third member
shall be appointed by them in agreement. If they disagree, or if any party
fails to make an appointment, the President of the Sea-Bed Disputes Chamber
shall promptly make the appointment or appointments from among its members,
after consultation with the parties.
3. Members of the ad hoc chamber must not be in the service of, or
nationals of, any of the parties to the dispute.
Article 37
Access
The Chamber shall be open to the States Parties, the Authority and the
other entities referred to in Part XI, section 5.
Article 38
Applicable law
In addition to the provisions of article 293, the Chamber shall apply:
(a) the rules, regulations and procedures of the Authority adopted in
accordance with this Convention; and
(b) the terms of contracts concerning activities in the Area in matters
relating to those contracts.
Article 39
Enforcement of decisions of the Chamber
The decisions of the Chamber shall be enforceable in the territories of the
States Parties in the same manner as judgments or orders of the highest
court of the State Party in whose territory the enforcement is sought.
Article 40
Applicability of other sections of this Annex
1. The other sections of this Annex which are not incompatible with this
section apply to the Chamber.
2. In the exercise of its functions relating to advisory opinions, the
Chamber shall be guided by the provisions of this Annex relating to
procedure before the Tribunal to the extent to which it recognizes them to
be applicable.
SECTION 5. AMENDMENTS
Article 41
Amendments
1. Amendments to this Annex, other than amendments to section 4, may be
adopted only in accordance with article 313 or by consensus at a conference
convened in accordance with this Convention.
2. Amendments to section 4 may be adopted only in accordance with article
314.
3. The Tribunal may propose such amendments to this Statute as it may
consider necessary, by written communications to the States Parties for
their consideration in conformity with paragraphs 1 and 2.
