1 DE JUNHO DE 1988

1497

requests shall be authorized to subscribe a proportion of the increase equivalent to the proportion which its stock theretofore subscribed bears to the total capital stock of the Agency, but no member shall be obligated to subscribe any part of die increased capital.

f) The Council shall issue regulations regarding the making of additional subscriptions under section e) of this article. Such regulations shall prescribe reasonable time limits for the submission by members of requests to make such subscriptions.

Article 40

Vuting in the Council

a) Each governor shall be entitled to cast the votes of the member he represents. Except as otherwise specified in this Convention, decisions of the Council shall be laken by a majority of die votes cast.

b) A quorum for any meeting of die Council shall be constituted by a majority of the governors exercising not less than two-thirds of the total voting power.

c) The Council may, by regulation, establish a procedure whereby the Board, when it deems such action to be in the best interests of the Agency, may request a decision of the Council on a specific question without calling a meeting of die Council.

Article 41 Election of directors

a) Directors shall be elected in accordance with schedule B.

b) Directors shall continue in office until their successors arc elected. If die office of a director becomes vacant more than ninety days before the end of his term, another director shall be elected for the remainder of the term by die governors who elected the former director. A majority of the votes cast shall be required for election. While the office remains vacant, the alternate of the former director shall exercise his powers, except that of appointing an alternate.

Article 42 Voting in the Board

a) Each director shall be entided to cast the number of votes of the members whose votes counted towards his election. All the votes which a director is entitled to cast shall be cast as a unit. Except as otherwise specified in this Convention, decisions of die Board shall be taken by a majority of the votes cast.

b) A quorum for a meeting of the Board shall be constituted by a majority of the directors exercising not less than one-half of the toial voting power.

c) The Board may, by regulation, establish a procedure whereby its chairman, when he deems such action to be in the best interests of the Agency, may request a decision of the Board on a specific question without calling a meeting of the Board.

CHAPTER VII Privileges and immunities

Article 43

Purposes of chapter

To enable the Agency to fulfill its functions, the immunities and privileges set forth in this chapter shall be accorded to die Agency in the territories of each member.

Article 44 Legal process

Actions other than those within the scope of articles 57. and 58 may be brought against the Agency only in a court of competent jurisdiction in the territories of a member in which the Agency has an office or has appointed an agent for the purpose of accepting service or notice of process. No such action against die Agency shall be brought: f) by members or persons acting for or deriving claims from members; or if) in respect of personnel matters. The property and assets of the Agency shall, wherever located and by whomsoever held, be immune from all forms of seizure, attachment or execution before the delivery of the final judgment or award against the Agency.

Article 45

Assets

a) The property and assets of the Agency, wherever located and by whomsoever held, shall be immune from search, requisition, confiscation, expropriation or any other form of seizure by executive or legislative action.

b) To die extent necessary to carry out its operations under this Convention, all property and assets of the Agency shall be free from restrictions, regulations, controls and moratoria of any nature; provided that property and assets acquired by the Agency as successor to or subrogee of a holder of a guarantee, a reinsured entity or an investor insured by a reinsured entity shall be free from applicable foreign exchange restrictions, regulations and controls in force in the territories of the member concerned to the extent that the holder, entity or investor to whom the Agency was subrogated was entided to such treatment.

c) For purposes of this chapter, the term «asseis» shall include the assets of the Sponsorship Trust Fund referred to in annex I to this Convention and other assets administered by the Agency in furtherance of its objective.

Article 46

Archives and communications

a) The archives of die Agency shall be inviolable, wherever they may be.

b) The official communications of die Agency shall be accorded by each member the same treatment that is accorded to the official communications of the Bank.

Article 47 Taxes

d) The Agency, its assets, property and income, and its operations and uansaclions authorized by this Convention shall be immune from all taxes and customs duties. The Agency shall also be immune from liability for the collection or payment of any tax or duty.