II SÉRIE-A — NÚMERO 98 14

However, at any time before the withdrawal becomes finally effective, the member may notify the Bank in writing

of the cancellation of its notice of intention to withdraw.

3. A withdrawing member shall remain liable for all direct and contingent obligations to the Bank to which it

was subject at the date of delivery of the withdrawal notice. If the withdrawal becomes finally effective, the

member shall not incur any liability for obligations resulting from operations of the Bank effected after the date on

which the withdrawal notice was received by the Bank.

Article 38 Suspension of Membership

1. If a member fails to fulfill any of its obligations to the Bank, the Board of Governors may suspend such

member by a Super Majority vote as provided in Article 28.

2. The member so suspended shall automatically cease to be a member one (1) year from the date of its

suspension, unless the Board of Governors decides by a Super Majority vote as provided in Article 28 to restore

the member to good standing.

3. While under suspension, a member shall not be entitled to exercise any rights under this Agreement,

except the right of withdrawal, but shall remain subject to all its obligations.

Article 39 Settlement of Accounts

1. After the date on which a country ceases to be a member, it shall remain liable for its direct obligations to

the Bank and for its contingent liabilities to the Bank so long as any part of the loans, guarantees, equity

investments or other forms of financing under paragraph 2 (vi) of Article 11 (hereinafter, other financing)

contracted before it ceased to be a member is outstanding, but it shall not incur liabilities with respect to loans,

guarantees, equity investments or other financing entered into thereafter by the Bank nor share either in the

income or the expenses of the Bank.

2. At the time a country ceases to be a member, the Bank shall arrange for the repurchase of such country's

shares by the Bank as a part of the settlement of accounts with such country in accordance with the provisions

of paragraphs 3 and 4 of this Article. For this purpose, the repurchase price of the shares shall be the value

shown by the books of the Bank on the date the country ceases to be a member.

3. The payment for shares repurchased by the Bank under this Article shall be governed by the following

conditions:

(i) Any amount due to the country concerned for its shares shall be withheld so long as that country, its

central bank or any of its agencies, instrumentalities or political subdivisions remains liable, as borrower,

guarantor or other contracting party with respect to equity investment or other financing, to the Bank and such

amount may, at the option of the Bank, be applied on any such liability as it matures. No amount shall be withheld

on account of the contingent liability of the country for future calls on its subscription for shares in accordance

with paragraph 3 of Article 6. In any event, no amount due to a member for its shares shall be paid until six (6)

months after the date on which the country ceases to be a member.

(ii) Payments for shares may be made from time to time, upon surrender of the corresponding stock

certificates by the country concerned, to the extent by which the amount due as the repurchase price in

accordance with paragraph 2 of this Article exceeds the aggregate amount of liabilities, on loans, guarantees,

equity investments and other financing referred to in sub-paragraph (i) of this paragraph, until the former member

has received the full repurchase price.

(iii) Payments shall be made in such available currencies as the Bank determines, taking into account its

financial position.

(iv) If losses are sustained by the Bank on any loans, guarantees, equity investments or other financing which

were outstanding on the date when a country ceased to be a member and the amount of such losses exceeds

the amount of the reserve provided against losses on that date, the country concerned shall repay, upon demand,

the amount by which the repurchase price of its shares would have been reduced if the losses had been taken

into account when the repurchase price was determined. In addition, the former member shall remain liable on

any call for unpaid subscriptions in accordance with paragraph 3 of Article 6, to the same extent that it would

have been required to respond if the impairment of capital had occurred and the call had been made at the time

the repurchase price of its shares was determined.