BITs have traditionally included three important provisions to protect foreign investors, namely: a) fair and equitable standard

and full protection and security; b) guarantees of investors property rights, for instance through compensation provisions that can be invoked should an investment be expropriated by the host state; and c) an obligation to provide for the free transfer, conversion and liquidation of any form of capital, proceeds, payments, profits and others without restraints. These are absolute and non-contigent obligations since they limit a States ability to impose measures on foreign investors even if these measures are applied equally to that States own investors. a) Fair and equitable standard and full protection and security: Most of Vietnamese Model BIT about the Promotion and Protection of Investment now regroups under a single article the two standards but the language previously used in the 1991 Model remains unchaged: Investments of investors of either Contracting Party shall at all time be accorded fair and equitable treatment and shall enjoy full protection and security in the territoy of the other Contracting Party (Article 2.2).This obligation follow a best endeavour undertaking to make investments in its territory, and shall admit such investments in accordance with its laws and regulations (Article 2.1). These two common standards appear in the Korea-Vietnam BIT (Article 2) and most Bits included by Vietnam. Some VNBITs even spell out which activities a host state must accord to foreign investors of other contracting state, for example management, use, enjoyment or disposal of their investment, fair and equitable treatment.For instance, besides the two common standards pointed out above, there are two added obligations in the Austraila-Vietnam BIT: A Contracting Party shall, subject to its laws, accord within its territory protection ad security to investments and shall not impair the management, maintenance, use, enjoyment or disposal of investment (Article 3.3) and This Agreement shall not prevent a national of one Contracting Party from taking advantage of the provisions of any law or policy of, or contract with, the other Contracting party which are more favourable than the provisions of this Agreement. (Article 3.4) b) Expropriation and Compensation Virtually all BITs contain clauses decribing the conditions under which a lawful expropriation may be made and a standard for compensation of the expropriated property. They also usually cover both direct and indirect expropriation. VNBITs require that exproriation must be carried out legally which must satisfy certain conditions. It thus must serve public purpose in non-

discrimination manner and should be accompanied by payment of compensation and carried out under due process of law. Most VNBITs adopt prompt, adequate and effective formula (Hull formula). The standard requires at least the payment of the full value of the property that has been nationalized. The VNBIT with Thailand provides fair and equitable compensation. In combination with the Hull formula, several VNBITs approach from the angle of the value of the investment. They require that the compensation amount must be based on the market value or the genuine value of the taken assets. Payment must be made immediately after expropriation or impeding expropriation became public knowledge interest prompt, adequate and effective. c) Transfer: Types of payment

In most VNBITs so far, types of payments eligible for transfer are usually listed expressly. The ATR with the United States is an example of the most exhaustivelist in this regard. As provided in the ATR, parties shall grant to FDI the either national or MFN treatment, whichever is more favourable with resoect of all transfers into and out of each partys territory,including: Contributions to capital includes capital, and additional amounts for the maintenance or extension of the investment; Returns includes profits, dividents, capital gains, and proceeds form the sale of all or any part of the investment or form the partial or complete liquidation of the investment; Expenses includes payment of interest, royalty, management fees, and technical assistance and other fee; Payments made under contracts includes payment of loans; and Compensation for expropriation and payments arising out of an investmnet dispute.

The ATR with the US is the only BIT that spells out a list of cases where the contracting parties, on the basis of equitableness, non-discrimination, may prevent transfer of money such as bankruptcy and insolvency, issuing and dealing in securities, criminal offence, or in circumstances of ensuring the compliance with judgement of judicial or administrative proceedings. This provision is an assurance for host state as well as local partner. Playing the

role of host state in most VNBITs, Vietnam should include this provision in its future BITs. Convertibility

Many VNBITs guarantee that the covered payments shall be made in a freely convertible currency. The VNBIT with Denmark has a different approach that transfer shall be made in the convertilble currency in which the investment has been made or in any other convertible currency if so agreed by the investors. The aproach gives limitation to the right to choose currency for transfer. Time of transfer

There is no definite time limit for the transfer of money as the words without delay are commonly used without definition (e.g. the VNBIT with Denmark) or without undue delay (e.g. the VNBIT with Poland). The VNBIT with Thailand provides an exception for delay where large amounts of compensation have been paid the party concerned may require the transfer to be effected in reasonable installment. Foreign exchange

VNBITs often provide that exchange rate shall bethe offical prevailing rate for the current transactions at the date of tranfer. Some VNBITs specify that the official rate shall be determined by the state whrere investment takes place (e.g. the VNBIT with Sweden).