of the currency, credits, assets, or investments on account of which payment under such insurance, guaranty, or reinsurance 134 is to be made, and right, title, claim, or cause of action existing in connection therewith.

(c) All guaranties issued prior to July 1, 1956, all guaranties issued under sections 202 (b) and 413 (b) of the Mutual Security Act of 1954, as amended, all guaranties heretofore issued pursuant to prior guaranty authorities repealed by the Foreign Assistance Act of 1969, and all insurance, reinsurance,135 and guaranties issued pursuant to this title shall constitute obligations, in accordance with the terms of such insurance, reinsurance,135 or guaranties, of the United States of America and the full faith and credit of the United States of America is hereby pledged for the full payment and performance of such obligations.

(d) 136 Fees shall be charged for insurance, guaranty, and reinsurance coverage in amounts to be determined by the Corporation. In the event fees charged for investment insurance, guaranties, or reinsurance are reduced, fees to be paid under existing contracts for the same type of insurance, guaranties, or reinsurance and for similar guaranties issued under predecessor guaranty authority may be reduced.

(e) No insurance, guaranty, or reinsurance 137 of any equity investment shall extend beyond twenty years from the date of issuance. (f) No insurance, reinsurance,138 or guaranty issued under this title shall exceed the dollar value, as of the date of the investment, of the investment made in the project with the approval of the Corporation plus interest, earnings or profits actually accrued on said investment to the extent provided by such insurance, reinsurance 138 or guaranty, except that the Corporation may provide for appropriate adjustments in the insured dollar value to reflect the replacement cost of project. assets.139 Notwithstanding the preceding sentence, the Corporation shall limit the amount of direct insurance and resinsurance issued by it under section 234 so that risk of loss as to at least 10 per centum of the total investment of the insured and its affiliates in the project is borne by the insured and such affiliates, except that limitation shall not apply to direct insurance or reinsurance of loans by banks or other financial institutions to unrelated parties.139 The preceding sentence shall not apply to the extent not permitted by State law.140

(g) No payment may be made under any guaranty, insurance or reinsurance 141 issued pursuant to this title for any loss arising out of

135 Sec. 2(4) (C) of the Overseas Private Investment Corporation Amendments Act of 1974 (Public Law 93-390) added the word, "reinsurance".

130 Subsection (d) was amended by Sec. 2(4) (D) of the Overseas Private Investment Corporation Amendments Act of 1974 (Public Law 93-390). It formerly read as follows: "(d) Fees shall be charged for insurance and guaranty coverage in amounts to be determined by the Corporation. In the event fees to be charged for investment insurance or guaranties are reduced, fees to be paid under existing contracts for the same type of guaranties or insurance and for similar guaranties issued under predecessor guaranty authority may be reduced".

137 Sec. 2(4)(E) of the Overseas Private Investment Corporation Amendments Act of 1974 (Public Law 93-390) substituted the words ", guaranty, or reinsurance" in lieu of "or guaranty".

139 Sec. 2(4)(F) of the Overseas Private Investment Corporation Amendments Act of 1974 (Public Law 93-390) added the word ". reinsurance".

139 The words to this point beginning with "except that

of Public Law 95-268 (92 Stat. 215).

were added by Sec. 5

140 Sec. 2(4)(G) of the Overseas Private Investment Corporation Amendments Act of 1974 (Public Law 93-390) added the last two sentences of subsection (f) beginning with "Notwithstanding the preceding sentence, *"*

141 Sec. 2(4) (H) of the Overseas Private Investment Corporation Amendments Act of 1974 (Public Law 93-390) added the words ", insurance, or reinsurance".

fraud or misrepresentation for which the party seeking payment is responsible.

(h) Insurance, guaranties, or reinsurance 142 of a loan or equity investment of an eligible investor in a foreign bank, finance company, or other credit institution shall extend only to such loan or equity investment and not to any individual loan or equity investment made by such foreign bank, finance company, or other credit institution.

(i) Claims arising as a result of insurance, reinsurance 143 or guaranty operations under this title or under predecessor guaranty authority may be settled, and disputes arising as a result thereof may be arbitrated with the consent of the parties, on such terms and conditions as the Corporation may determine. Payment made pursuant to any such settlement, or as a result of an arbitration award, shall be final and conclusive notwithstanding any other provision of law.

(j) Each guaranty contract executed by such officer or officers as may be designated by the Board shall be conclusively presumed to be issued in compliance with the requirements of this Act.

(k)144 In making a determination to issue insurance, guaranties, or reinsurance under this title, the Corporation shall consider the possible adverse effect of the dollar investment under such insurance, guaranty, or reinsurance upon the balance of payments of the United States.

(1) 145 (1) No payment may be made under any insurance or reinsurance which is issued under this title on or after the date of enactment of this subsection 146 for any loss occurring with respect to a project, if the preponderant cause of such loss was an act by the investor seeking payment under this title, by a person possessing majority ownership and control of the investor at the time of the act, or by any agent of such investor or controlling person, and a court of the United States has entered a final judgment that such act constituted a violation under the Foreign Corrupt Practices Act of 1977.

(2) Not later than 120 days after the date of enactment of this subsection,146 the Corporation shall adopt regulations setting forth appropriate conditions under which any person convicted under the Foreign Corrupt Practices Act of 1977 for an offense related to a project insured or otherwise supported by the Corporation shall be suspended, for a period of not more than five years, from eligibility to receive any insurance, reinsurance, guaranty, loan, or other financial support authorized by this title. Sec. 238.147 Definitions.-As used in this title

(a) the term "investment" includes any contribution of funds. commodities, services, patents, processes, or techniques, in the form of (1) a loan or loans to an approved project, (2) the purchase of a share of ownership in any such project, (3) participa

143 Sec .2(4)(1) of the Overseas Private Investment Corporation Amendments Act of 1974 (Public Law 93-390) substituted the words ", guaranties, or reinsurance" in lieu of "or guaranties". 143 Sec. 2(4) (J) of the Overseas Private Investment Corporation Amendments Act of 1974 (Public Law 93–390) added the word “, reinsurance”.

144 Subsection (k) was amended by Sec. 2(4) (K) of the Overseas Private Investment Corporation Amendments Act of 1974 (Public Law 93-390). It formerly read as follows: "(k) In making a determination to issue insurance or a guaranty under this title, the Corporation shall consider the possible adverse effect of the dollar investment under such insurance or guaranty upon the balance of payments of the United States".

145 Subsection (1) was added by Sec. 6 of Public Law 94-268 (92 Stat. 215). 140 Subsection (1) became effective April 24, 1978.

147 22 USC 2198. Sec. 238 was added by Sec. 105 of the FAAct of 1969.

tion in royalties, earnings, or profits of any such project, and (4) the furnishing of commodities or services pursuant to a lease or other contract;

(b) the term "expropriation" includes, but is not limited to, any abrogation, repudiation, or impairment by a foreign government of its own contract with an investor with respect to a project, where such abrogation, repudiation, or impairment is not caused by the investor's own fault or misconduct, and materially adversely affects the continued operation of the project;

(c) the term "eligible investor" means: (1) United States citizens; (2) corporations, partnerships, or other associations including nonprofit associations, created under the laws of the United States or any State or territory thereof and substantially beneficially owned by United States citizens; and (3) foreign corporations, partnerships, or other associations wholly owned by one or more such United States citizens, corporations, partnerships, or other associations: Provided however, That the eligibility of such foreign corporation shall be determined without regard to any shares, in aggregate less than 5 per centum of the total issued and subscribed share capital,148 held by other than the United States owners: Provided further, That in the case of any loan investment a final determination of eligibility may be made at the time the insurance or guaranty is issued; in all other cases, the investor must be eligible at the time a claim arises as well as the time the insurance or guaranty is issued; and

(d) the term "predecessor guaranty authority" means prior guaranty authorities (other than housing guaranty authorities) repealed by the Foreign Assistance Act of 1969, section 202(b) and 413(b) of the Mutual Security Act of 1954, as amended, and section 111 (b) (3) of the Economic Cooperation Act of 1948, as amended (exclusive of authority relating to informational media guaranties).

Sec. 239.149 General Provisions and Powers.-(a) The Corporation shall have its principal office in the District of Columbia and shall be deemed, for purposes of venue in civil actions, to be resident thereof.

(b) The President shall transfer to the Corporation, at such time as he may determine, all obligations, assets and related rights and responsibilities arising out of, or related to, predecessor programs and authorities similar to those provided for in section 234 (a), (b), and (d). Until such transfer, the agency heretofore responsible for such predecessor programs shall continue to administer such assets and obligations, and such programs and activities authorized under this title as may be determined by the President.150 151

(c) The Corporation shall be subject to the applicable provisions of the Government Corporation Control Act, except as otherwise provided in this title.

149 The words "required by Law to be", which appeared at this point were struck out by Sec 104 (a) of the FAAct of 1971.

149 22 USC 2199. Sec. 239 was added by Sec. 105 of the FAAct of 1969.

150 A Presidential Determination of Dec. 30, 1969, provided for AID administration until transfer to the Overseas Private Investment Corporation.

151 Sec. 7(1) of Public Law 95-268 (92 Stat. 215) struck out a paragraph in subsection (b) which had directed OPIC to cease operating the programs authorized by section 234 (b) through (e) and section 240 on December 31, 1979, and had previously appeared at this point.

(d) To carry out the purposes of this title, the Corporation is authorized to adopt and use a corporate seal, which shall be judicially noticed; to sue and be sued in its corporate name; to adopt, amend, and repeal bylaws governing the conduct of its business and the performance of the powers and duties granted to or imposed upon it by law; to acquire, hold or dispose of, upon such terms and conditions as the Corporation may determine, any property, real, personal, or mixed, tangible or intangible, or any interest therein; to invest funds derived from fees and other revenues in obligations of the United States and to use the proceeds therefrom, including earnings and profits, as it shall deem appropriate; to indemnify directors, officers, employees and agents of the Corporation for liabilities and expenses incurred in connection with their Corporation activities; to require bonds of officers, employees, and agents and pay the premiums therefor; notwithstanding any other provision of law, to represent itself or to contract for representation in all legal and arbitral proceedings; to purchase, discount, rediscount, sell, and negotiate, with or without its endorsement or guaranty, and guarantee notes, participation certificates, and other evidence of indebtedness (provided that the Corporation shall not issue its own securities, except participation certificates for the purpose of carrying out section 231 (c) or participation certificates as evidence of indebtedness held by the Corporation in connection with settlement of claims under section 237 (i)); 152 to make and carry out such contracts and agreements as are necessary and advisable in the conduct of its business; to exercise the priority of the Government of the United States in collecting debts from bankrupt, insolvent, or decedents' estates; to determine the character of and the necessity for its obligations and expenditures, and the manner in which they shall be incurred, allowed, and paid, subject to provisions of law specifically applicable to Government corporations; and to take such actions as may be necessary or appropriate to carry out the powers herein or hereafter specifically conferred upon it.

(e) The Auditor-General of the Agency for International Development (1) shall have the responsibility for planning and directing the execution of audits, reviews, investigations, and inspections of all phases of the Corporation's operations and activities and (2) shall conduct all security activities of the Corporation relating to personnel and the control of classified material. With respect to his responsibilities under this subsection, the Auditor-General shall report to the Board. The agency primarily responsible for administering part I shall be reimbursed by the Corporation for all expenses incurred by the Auditor-General in connection with his responsibilities under this subsection.

(f) In order to further the purposes of the Corporation there shall be established an Advisory Council to be composed of such representatives of the American business community as may be selected by the Chairman of the Board. The President and the Board shall, from time to time, consult with such Council concerning the objectives of the Corporation. Members of the Council shall receive no compensation for their services but shall be entitled to reimbursement in accordance

152 The words to this point beginning with "or participation certificates * added by Sec. 7(2) of Public Law 95-268 (92 Stat. 215).

were

with section 5703 of title 5 of the United States Code for travel and other expenses incurred by them in the performance of their functions under this section.

(g) 153 Except for the provisions of this title, no other provision of this or any other law shall be construed to prohibit the operation in Yugoslavia or Romania of the programs authorized by this title, if the President determines that the operation of such program in such country is important to the national interest.

(h) 154 Within six months after the date of enactment of this subsection, the Corporation shall develop and implement specific criteria intended to minimize the potential environmental implications of projects undertaken by investors abroad in accordance with any of the programs authorized by this title.

(i) 155 155 In order to carry out the policy set forth in paragraph (1) of the second undesignated paragraph of section 231 of this Act, the Corporation shall prepare and maintain for each investment project it insures, finances, or reinsures, a development impact profile consisting of data appropriate to measure the projected and actual effects of such project on development. Criteria for evaluating projects shall be developed in consultation with the Agency for International Development.

(j) 155 The Corporation shall not provide any insurance, reinsurance, guaranty, loan, or other financial support authorized by section 234 for any new or significantly expanded project involving the exploration for or the mining of or other extraction of copper if such new or expanded production of copper is planned to begin before January 1, 1981, and the Corporation shall not support any such project which would begin production after such date if the project will cause injury to the primary United States copper industry.

(k) 155 The Corporation may not provide any insurance, reinsurance, guaranty, financing, or other financial support authorized by section 234 for any project to establish or expand production or processing of palm oil, sugar, or citrus crops for export.

(1)156 The Corporation shall take into account in the conduct of its programs in a country, in consultation with the Secretary of State, all available information about observance of and respect for human rights and fundamental freedoms in such country and the effect the operation of such programs will have on human rights and fundamental freedoms in such country. The provisions of section 116 of this Act shall apply to any insurance, reinsurance, guaranty, or loan issued by the Corporation for projects in a country, except that in addition to the exception (with respect to benefiting needy people) set forth in subsection (a) of such section, the Corporation may support a project if the national security interest so requires.

Sec. 240.157 Small Business Development. The Corporation shall

153 Subsection (g) was added by Sec. 104 (b) of the FAAct of 1971.

154 Subsection (h) was added by Sec. 2(5) (B) of the Overseas Private Investment Corporation Amendments Act of 1974 (Public Law 93-890).

155 Subsections (1), (j), and (k) were added by Sec. 7(3) of Public Law 95-268 (92 Stat. 215).

156 Subsection (1) was added by Sec. 8 of Public Law 95-268 (92 Stat. 216).

157 22 USC 2200. A new Sec. 240 was added by Sec. 9 of Public Law 95-268 (92 Stat. 216). Previously, Sec. 240 had concerned agricultural credit and self-help community development projects but had been repealed by the FAAct of 1974.