Source document: https://docs-lawep.s3.us-east-2.amazonaws.com/1697742572043.pdf (Guyana)
THE OFFICIAL GAZETTE 30TH JULY, LEGAL SUPPLEMENT - C BILL No.

17 of 2003 Wednesday 30' July, 2003 PARLIAMENT OFFICE, Public Buildings Georgetown Guyana.

30th July, 2003 The following Bill which will be introduced in the National Assembly is published for general information.

S. E. Isaacs, Clerk of the National Assembly GUYANA BILL No.

17 of 2003 INVESTMENT BILL ARRANGEMENT OF SECTION PART I — GENERAL PROVISIONS Section S 1.

Short title.

2.

Interpretation.

3.

Objectives.

4.


Government encouragement of investment.

5.

Fields of activity open to investors.

6.

Fields of activity closed to investors.

256 THE OFFICIAL GAZETTE [LEGAL SUPPLEMENT) - C 30TH JULY, 2003 2 7.

Forms of investment.

8.

Joint Ventures.

9.

Contribution of capital to Foreign Joint Ventures.. 10.

Incorporation, registration or establishment.

11.

Legal forms of an investment enterprise.

12.

Ownership regulations.


PART II - RIGHTS, GUARANTEES AND OBLIGATIONS OF INVESTORS 13.

Government protection of investment.

14.

Compulsory acquisition by Government.

15.

Leasing and owning land.

16.

Non-intervention by Government.

17.

Free export and import.

18.

Right to profit distribution.

19.

Employment of foreign personnel.

20.

Entry and exit.

21.

Work permits.

22.

Tax obligations.

23.

Bank accounts.

24.

Transfer of funds abroad.

25.


Limitations on the right to transfer funds abroad.

26.

Right of personnel and dependants to transfer funds abroad.

27.

Intellectual property rights.

28.

Dispute resolution.

29.

Obligations of investors to adhere to environment, health and safety laws.

30.

Obligation of investors to adhere to the National Standards of Guyana.

31.

Union representation, social insurance and welfare.

32.

Accounting standards and audit.

33.

Taxation.

34.

Sovereign immunity.


35.

Regulations.

PART III - FISCAL INCENTIVES 36.

Investment priority categories.

37.

Publication of incentives granted.

38.

Audit.

)4 • 4 THE OFFICIAL GAZETTE [LEGAL SumN.B.ENT] — C 30m JULY.

2003 257 3 PART IV — ADMINISTRATIVE STRUCTURES AND PROCEDURES 39.

Role if Go-Invest.

40.

The Investment Promotion Council.

41.

Functions of the Council.


258 THE OFFICIAL GAZETTE [LEGAL SUPPLEMENT] - C 30"' JULY, 2003 4 A BILL Intltuled AN ACT to provide for the rendering into law of the principles and practices that inform our present approach to investment.

WHEREAS article 16 of the Constitution mandates that the state shall foster development of such relevant forms of co-operation and of business entities as are seen.
to be supportive of the goals of economic development as stated in articles 14 and 15 of the Constitution; AND WHEREAS the Governm'ent acknowledges the benefits to be derived for Guyana and its people by establishing by law a favourable regime of incentives for investors in Guyana.

A 12_2003 Be it therefore enacted by the Parliament of Guyana:- Short title.

 1.

 This Act may be cited as the investment Act 2003.

Interpretation.

2.
Interpretation.

2.

 In this Act - "domestic investor" means - (i) (ii) a citizen of Guyana; a body corporate established in Guyana in conformity with the jaws thereof and which is substantially owned and controlled by citizens of Guyana; • A THE OFFICIAL GAZETTE [Lew.

Sucpua4Frie1 — C 30" JULY.


2003 5 259 (iii) a citizen of any other member State of the Caribbean Community established under the Treaty done at Chaguaramas on 41" July, 1973; "foreign investor" means an investor, not being a domestic investor; 'Investment enterprise' means an enterprise owned by an investor or investors.

Investor means a natural or juridical person investing capital in Guyana on the basis of mutual benefit and observance of the laws of Guyana.
"Minister means the Minister responsible for Finance.

Objectives.
3 The objectives of this Act are to stimulate the socio-economic development of Guyana, and to attract and facilitate investment, by - (a) providing legal protection for investment; (b) increasing the predictability, stability and transparency of the legal regime for investment; (c) promoting the development of international best practices regarding investment; (d) providing a framework for fiscal incentives for investors and direct investment; (e) (f) streamlining the existing procedures for investment; establishing the structure, role and responsibilities of the Investment Promotion Council established pursuant to section 40.
260 THE OFFICIAL GAZETTE (Levu Supaucule► rr) - C 30Th JULY, 2003 6 Government encourage- ment of investment.

Fields of sotivity open 10 inves1001 4.

The Government encourages and seeks to facilitate persons, either individuals or legal entities, to invest capital in Guyana on the basis of mutual benefit and observance of the laws of Guyana and international treaties or agreements to which the State or Government is a party.

5.
5.

(1) Investors may invest in and operate enterprises in all fields of lawful economic activity including in particular, but not limited to, agriculture, fisheries and forestry, manufacturing, energy, mineral extraction, handicrafts, communications and transport, construction, tourism, trade, and professional services, except for sectors which may be determined by the Minister, which shall be subject to affirmative resolution of the National Assembly.
(2) Notification of the approval of the National Assembly pursuant to subsection (1) shall be published as soon as practicable in the Gazette.

Fiolds of octivity dosed to investors.

6.

 Investors shall not invest in or operate investment enterprises which are prejudicial to national security, or detrimental to the natural environment, public health or the national culture, or which contravene the laws of Guyana.

Forms of Investment 7.


 Investors may invest equity in an investment enterprise in either of the following two forms - (a) a Joint venture enterprise involving two or more domestic investors; or two or more foreign investors; or involving one or more foreign investors and one or more domestic investors; or 4 THE OFFICIAL GAZETTE [LEGAL SUPPLEMENT] — C 30'" JULY, 2003 261 7 f (b) a wholly-owned enterprise, whether it is owned by foreign investors or domestic investors.
Jont • Ventures.

B.

The organization, management and activities of a joint venture and the relationship of its parties shall be governed by the contract entered into by the parties thereto and the Articles of Association of the joint venture, in accordance with the laws of Guyana.

Contribution of capital to Foreign Joint Ventures.

4,1 9.

Investors investing in a joint venture may contribute any portion of the total equity investment in that venture.
If a joint venture has a foreign investor or investors, for the purposes of establishing value, the contribution of the venture's foreign investor or investors shall be converted in accordance with the laws of Guyana into Guyana Dollars at the exchange buying rate then prevailing on the data of the equity payment or payments, as quoted by the Bank of Guyana 10.
The incorporation, registration, or establishment of an investment enterprise shall be in accordance with the Companies Act 1991. the Partnership Act ti.P Business Names (Registration) Act.

or the Cooperative So reties Act 11.


Investors shall establish an,investment enterprise in any of the following forms - (a) (b) (c) (d) a Registered Business Name Enterprise: a partnership under the Partnership Act: a company incorporated under the Companies Act a cooperative society registered under the Cooperative Societies Act.

Incorporation.

registration or estabashment.

No 29 of 1991 Cap.

89:02 Cap.

90:05 Cap.

8901 Legal forms Of en investment enterprise.

Cap 90.

05 Cap.

99:02 No.


29 of 1991 Cap.

56:01 262 THE OFFICIAL GAZETTE [LEGAL SUPPLEMENT] — C 30' JULY, 2003 8 Ownerew r egulations 12.

(1) An investment enterprise may be wholly owned by either foreign or domestic investors, but there is no requirement that a domestic investor shatl own any shares in any investment enterprise.
Notwithstanding the foregoing, the Government may reserve the right to own some or all of the shares in an investment enterprise operating in industries as may be determined by the Minister, which shall be subject to affirmative resolution of the National Assembly or in accordance with the terms of the relevant investment agreement concluded with the Government with respect to any such investment enterprise.
(2) Notification of the approval of the National Assembly pursuant to subsection (1) shall be published as soon as practicable in the Gazette.

Government protection of investment.

Compulsory acquisition by Government PART II - RIGHTS, GUARANTEES AND OBLIGATIONS OF INVESTORS 13.

The Government shalt protect investments and the property of investors in accordance with the laws of Guyana.

14.
The Government shall not compulsorily acquire or take possession of any investment enterprise, or any asset of an investor, except - (a) for a purpose which is in accordance with the laws of Guyana; (b) on a non-discriminatory basis; (c) (d) in accordance with the procedures provided by law; there is prompt payment of adequate compensation together with interest caclulated from the date of acquisition or taking THE OFFICIAL GAZETTE [LEGAL SUPPLEMENT] — C 30'" JULY, 2003 263 9 possession of the investment enterprise or asset to the date of payment at the commercial bank rate on loans to the corporate sector; and (e) there is a right of access to the High Court by any person claiming such compensation for the determination of any interest in or right over the investment enterprise or assets thereof and the amount of compensation.
Loosing and owning land.

Son- Intervention by Government Cap.

91:01 Free export and Import Cap.

91:01 15.

 Subject to the laws for the time being in force, investors may purchase or lease land in Guyana and dispose of or transfer their interests in or rights over the land.

16.
16.

Notwithstanding the provisions of the Trade Act, the Government shall not intervene in the management of investment enterprises; nor shall the Government impose conditions on the sale, pricing, or distribution of the products of those enterprises, except in the pricing of services provided by utilities.

17.
17.

(1) Notwithstanding the provisions of the Trade Act, the Government shall guarantee the rights of investors and investment enterprises to import or export all or any products free from restriction or limitation, except for products the gwnership or possession of which is prohibited by law, or products which may be determined by the Minister and which shall be subject to affirmative resolution of the National Assembly.
(2) Notification of the approval of the National Assembly pursuant to subsection (1) shall be published as soon as practicable in the Gazette.

r. Y 264 THE OFFICIAL GAZETTE [LEGAL SUPPLEMENT] — C 30' JULY, 2003 10 Right to profit distribution 18.
The Government hereby guarantees the right of investors and investment enterprises, irrespective of their form, to freely determine the distribution of all profits or dividends, and the right of investors to receive their total share in such profits or dividends providing the corresponding tax obligations of the investors and investment enterprise are satisfied.

Employment of foreign personnel Cap 14'02 Cap 98 01 19.
(1) Investors shall give priority to citizens of Guyana in recruiting and hiring their employees, but investment enterprises have the right to employ skirled and expert foreign personnel when necessary and with the approval of the competent authority of the Government in compliance with the Immigration Act and the Labour Act.

(2) Investors have an obligation to upgrade the skills of tneir employees 4 through such techniques as training within Guyana or elsewhere.
Entry and exit Cap 14'02, 20 The Government shall facilitate the entry into, stay in, and departure from Guyana of investors, their foreign personnel, and their immediate family members in accordance with the Immigration Act, but such persons are subject to and must comply with the laws of Guyana while they are in Guyana.

Work permits .

21.

The Government shall facilitate foreign investors and foreign personnel cap.
14.02 of investors in obtaining work permits in compliance with the Immigration Act.

Tax obligations 22.

Foreign personnel employed in investment enterprises and their families shall pay all taxes, duties or other imposts for which they are liable pursuant to the laws of Guyana.

 THE OFFICIAL GAZETTE [LEGAL SUPPLEMENT] — C JULY, 2003 265 11 Bank acto,,,c 23.
Investors may open accounts in the currency of Guyana and in foreign convertible currency with any corporate body licensed to carry on banking business in Cap 85 0' Guyana under the Banking Act 24 Subject to the liability for the payment of all applicable taxes due, • ,a sk• 4C'.7.11V1 investors may freely and without hindrance - (a) repatriate dividends, earnings and capital from their investment enterprises; (b) remit the proceeds in the event of sale or liquidation of an enterprise or the interest attributable to an investment; (c) pay interest on international loans; (d) pay for imports; (e) pay fees for trademarks, royalties, and management and other fees, and (f) pay licensing fees for franchising agreements, to their own home countries or to other countries through a corporate body COD 85 G, licensed to carry on banking business in Guyana under the Banking Act.
Umdatoons on the rtght to vansfer funds *Wad 25 Notwithstanding the guarantees specified in section 24, the Government may prevent a transfer of funds through the equitable, non-discriminatory and good faith application of Acts in the following circumstances - (a) bankruptcy, insolvency, or for the protection of the rights of stockholders or creditors; (b) it criminal proceedings against the investor or investment enterprise are pending before the courts; or 266 THE OFFICIAL GAZETTE [LEGAL SUPPLEMENT[ — C 30'" JULY, 2003 12 Right of personnel and dependants to transfer funds :broad Intellectual property rights.
Dispute resolution Cap 7:03 (c) to ensure compliance with orders or judgments of courts or tribunals 26.

Foreign personnel employed in investment enterprises and their families may also repatriate their earnings, after payment of personal income taxes imposed by law in Guyana and all other taxes due, except when any of the conditions under section 25 exist.

27.

The intellectual property rights of investors and investment enterprises are guaranteed under the applicable laws of Guyana.

28.
28.

 In the event of disputes among foreign investors within an investment enterprise, or among foreign investors and domestic investors, or among Guyanese investors, or between the investors and the Government with respect to an investment enterprise, the parties to the dispute shall first seek to settle their disputes through consultation or mediation in order to reach an amicable settlement.
(2) If parties to the dispute fail to resolve the matter, they may - (a) (b) (c) submit their dispute to arbitration under the Arbitration Act; invoke the jurisdiction of the competent courts of Guyana; adopt such other procedure provided for in the articles of association or other constituent document of the investment enterprise; or (d).

 submit their dispute to the International Centre for the Settlement of Investment Disputes (ICSID), of which Guyana is a member.
OttlIgations of invest= to Where to environmental, heath and safety taws.

29.
Investors shall conduct their operations in accordance with the laws of Guyana and in particular, take all measures necessary and appropriate to THE OFFICIAL GAZETTE [LEGAL SUPPLEMENT] - C 30'" JULY, 2003 267 13 ensure that the facilities, fattones, products and activities of their investment 1' enterprises protect - (a) the natural environment as mandated by the Environmental No .1 of 1996 Protection Act; and (b) the health and safety of workers and the general public under the applicable laws of Guyana.
3beestion of nvetIONIO Where to the gational itsndards of 3uyana .

No.

11 of ism 30.

 In accordance with the Guyana National Bureau of Standards Act, investors shall comply with the standards of the Guyana National Bureau of Standards regarding the importation of products and investment equipment and in their outputs.

No.

33 of Union representation,1997 wool Insurance, and welfare 31.
In accordance with the Trade Union Recognition Act 1997, investors shall grant union recognition at any site of operations if the majority of their employees indicate the desire for union representation.

Investment enterprises shall contribute to the social insurance and welfare programme for their workers in accordance with the Cap.

39:01 National Insurance Act.

Accounting standards and audit.

Taxation.

 Sovereign Immunity.

32.


 Investors shall comply with the international accounting principles and standards acceptable in Guyana.

33.

 Investors shall pay all relevant taxes, except as otherwise specifically agreed between the Government and the investor.

No.

20 of 10134 34.


 In accordance with the provisions of the State Liability and Proceedings Act, the Government shall not assert or claim any right of sovereign immunity in relation 268 THE OFFICIAL GAZETTE (LEGAL SUPPLEMENT] — C 30'" JULY, 2003 14 to its activities as a domestic investor, or its commercial activities in respect of an investment enterprise, or in relation to any investment or commercial dispute.

Regulations 35.
Regulations 35.

 The Minister may make regulations for better implementation of this Act.

PART III - FISCAL INCENTIVES Investment priOcity cagestoNes 36.
(1) The Minister, after consultation with the Investment Promotion Council, shall establish three investment priority categories detailed in Priority Lists as specified hereunder - (a) priority Industries or sectors being a list of specific industries or sectors that the Government considers may make a substantial contribution to the socio-economic development of Guyana; (b) priority Areas being a list of specific geographical areas of Guyana that the Government considers are in urgent need of additional investment for development; and (c) priority Projects being a list of specific, objectively measurable investment project characteristics, such as export-orientation, labour absorption, new and advanced product or process technology, that the Government considers will make a significant contribution to national socio-economic development, and the Priority Lists so established and any alterations made thereto pursuant to subsection (2) shall be published in the Gazette.
(2) The Minister, after consultation with the Investment Promotion Council, may by regulations, which shall be subject to affirmative resolution of the National Assembly, alter or amend the provisions of subsection (1) or substitute a new subsection therefor.

4 THE OFFICIAL GAZETTEILem.

Suprusrartr le--1,11)0112003 21* 15 Publication of Moonily's grantee.

37.

The Government shall publish in the gazette information regarding all fiscal incentives granted pursuant to this Act.

Audit.

38.
Audit.

38.

(1) The Auditor General, or any suitably auelified person designated by him for the purpose, shall annually carry out a procedural or process audit of incentives granted under this or any other enactment, to an investararan investment enterprise.

(2) The report of the audit carried out pursuant WeVbelloetion (I) shall be laid in the National Assembly within six months after the vat Of each financial year.

PART IV: ADMINISTRATIVE STRUCTURES AHOPROCODURES Roe of Cio-invoitt.

No.
No.

21 of 1958 39.

The Guyana Office for Investment1Go-invent)., established under the Public Corporations Act 1988, shall be the corporation responsible for •, - facilitating and promoting investment in Guyana.

it Shalt also have the responsibility for administering the fiscal incentives investment system,Gro-trivest shalt-proVide investors with all forms necessary to apply for incentives and.aitaistinveetorstirocosta)leting forms accurately.
e. • •1•1 ;ir-r unG 0 The Imearmant Promotion Coundl.

40.
(1) There Is hereby established the investment PrernotiortOeuricil (hereafter in this section referred to as "theCouncill.centisting el rtbeloikeving ‘Mitralira •, • • „fit ,ot ,pine person asch born tfousireivate businestergeeisetions sloe rialttlf19 3c Itedle ri:34.1141411*(!tOrthelalliStML0neviredillanshablepreetent primarily constituents from outside of Georgetovor el) .,Rnlit Member eech,frormlbodolowinfrosestrunent minim' les and agencies - 270 THE OFFICIAL GAZETTE [LEGAL SUPPLEMENT) - C 30' JULY, 2003 16 • (i) the ministry responsible for finance; (ii) the ministry responsible for industry; (iii) the ministry responsible for foreign trade; (iv) the Guyana Office for Investment.
(2) TheCouncil Shall meet at least once in every year and at such other times "IS'Iteybe necessary Or expedient for the transaction of business and the Chairperson ofthe Council ma'y et any time convene a special meeting of the Council.

(3) The Council shell elect the Chairperson and the Deputy Chairperson of the Council from among its members.
(4) In the absenCe of the Chairperson of the Council the functions of the Chairperson shall be performed by the Deputy Chairperson and in the absence of both of them the•meMbers present shall elect one of their members to preside at the meeting.

(5) Go-Invest Shell carry out the functions of the Secretariat of the Council and an official of Go-Invest designated in writing by Go-Invest shall perform the functions of Secretary of the Council.
(6) Minutes in proper form of each meeting of the Council shall be kept by the Secretary and shall be confirmed by the Chairperson or the Deputy Chairperson or otherperson elected to preside at the meeting, as the case may be, A soon as practicable thereafter at a subsequent meeting.

(7) The Council may co-opt any one or more persons to attend any particular meeting ofthe.Conncll at which the COuncil is dealing with a particular matter, for the • purpose.
aaselsting Or- advising the Council but no such person shall be entitled to vote at the meeitng.• (6) Subject to•thla section*, the Council than regulate its proceedings.

I A 1 THE OFFICIAL GAZETTE (LEom.Sumsmera:-.,Ci s,, 3r .101.tf, 2003 `A71 17 'unction of the 41.
(1) The Council shall - • (a) as circumstances require, but at least once annually, review and recommend tothe Government alterations to the Priority Lists es specified In sestion33(1);,- (b) annually recommend totheGovernroent alteration* to the regime of fiscal incentives establieherfforitwestment including incentives relating to tariffs and taxes, import duties and to export-estentetri meninges; (c) in circumstance.
whichwierit opettial,00netsierstion•by the Government in this national Intereit reconomeMincOnlives to be granted to investors or tp•inveetment enterprises that are not included in any priority list.

(2) In circumstances which the Government corisidersmeritipeolel consideration, the Government, after consultation with.

theCouncil,•may.

grant to investors or investment enterprises incentives more favourableihan those' normally granted.

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)^ s`f 272 THE OFFICIAL GAZETTE [Levi.

Suppuaterrij C 30Th JULY, 2003 18 EXPLANATORY MEMORANDUM This Bill seeks to stimulate the socio-economic development of Guyana, and to attract and facilitate investment.
The Bill makes provision for domestic investors, such as a citizen of Guyana, a body corporate and a citizen of any other member State of Caricom and also for foreign investors, to invest capital in Guyana on the basis of mutual benefit.

The Bill lays down a favourable regime of Incentives for investors.

Under this regime investors have certain rights, guarantees and obligations.
The Government guarantees the rights of investors and investment enterprises to import and export any product not prohibited by law free from restriction or limitation.

Investors and investment enterprises can freely determine the distribution of their profits, their rights to receive their total share in such profits providing they satisfy their tax obligations.

Foreign investors and their foreign personnel can obtain work permits.
Investors are free to open Bank accounts in Guyana currency or foreign currency in Guyana.

The Bill provides for legal protection for investments and the property of investors.
The Bill provides for the establishment of three investment priority categories, namely, the Priority Industries or sectors being industries or sectors that the Government considers may make a substantial contribution to the socio-economic development of Guyana, the Priority Areas, being a list of specific geographical areas of Guyana that the Government considers are in urgent need of additional investment for development and the Priority Projects being a list of projects that the Government considers will make a significant contribution to socio-economic development.
THE OFFICIAL GAZETTE hack SuPPLEmerr] - C 30' JULY, 2003 273 19 The BM provides for the Investment, Promotion Council which has the responsibilities to review Y and recommend to the Government alterations to the Priority Lists, alterations to the regime of fiscal incentives established for investment including incentives relating to tariffs and taxes, import duties and to export-oriented enterprises, and in circumstances which merit special consideration by the Government recommend incentives to be granted to investors or to investment enterprises that are not included in any priority list.
The Bill provides for the Guyana Office for Investment (Go-Invest) to be the corporation responsible for faCilitating and promoting investment in Guyana and also for administering the fiscal incentives investment system.

Minister of Tourism, Industry and Commerce.