KEY POINTS WITH RESPECT TO LABOR LAW OF IRAN

Labor Code has been ratified in the year 1990 while other acts, circulars, amendments, etc., are in place which is strongly in favor of the workers. In this report, the following major points of this Code will be examined:

Basic Explanation of Two Important Clauses in a Term Loan Agreement

The Basics of Conditions Precedent Clause

The conditions precedent (“CP”) are conditions to be fulfilled before the lender releases the loan to the borrower. Such conditions may be applicable at the time of first drawdown or any future drawdowns during the loan agreement. This clause provides a mechanism for the lender to ascertain the existence of certain documentary and non-documentary (factual) circumstances before giving out the loan. The lender, employing CP clause, tries to safeguard the fund it is going to put at risk. If there is no CP clause, the bank will be obliged to give out the loan. In this case, the bank will be defenseless unless the borrower commits a default.^[1]

ARGUMENTS IN SUPPORT OF AND ARGUMENTS AGAINST THE RULE OF PRECEDENT IN THE COMMON LAW

1.1. We are writing this topic based on the assumption that it is a website material and is not supposed to be academic research. The main question, in this writing, is whether or not a precedent, in common law, is authoritative.

Defence Rights of Accused: Legal Basis

Among the most evident rights of an accused person in all judicial systems, the accused’s defence rights stand at the top. As one of the fundamental principles of fair trial, it is envisaged in national laws including Criminal Procedure Code as well as the Law on Respect for Legitimate Freedom and Protection of Citizen’s rights (ratified in May 2004) which provides that “The courts and prosecution offices are obliged to observe the accused’s rights and provide them with the opportunity to take lawyers and experts.”

Restrictions made to International Agreements by the Constitution of Iran

The constitution of the Islamic Republic of Iran makes several restrictions to International agreements or contracts, especially when an Iranian governmental party is involved. The historical mentality was that, the executive branch might not be vigilant in preserving national interests when foreigners are involved, therefore the legislative branch should be involved as the supervisor. However, these restrictions create serious obstacles for international trade and the day to day business of governing. Therefore, officials and jurists have tried to circumvent these restrictions by presenting a more lenient interpretation of the relevant principles of the constitutions. We will review some of these restrictions below:

Palermo Convention: To access or not to access, that is the question!

If you have been following the news lately, you have most probably noticed the buzz around Iran accession to UN Convention against Transnational Organized Crime, also known as Palermo Convention which is the main international instrument in the fight against transnational organized crimes, trafficking of human beings, and terrorism.

Annulment of Arbitral Awards in Iran

Arbitration is an established institution in Iran. Iran has already accessed to the “New York Convention on the Recognition and Enforcement of Foreign Arbitral Awards” on October 15, 2001 and arbitral awards (both international and domestic) are regularly being enforced by the Iranian Judicial System. However, like all legal systems, there might be situations where the courts can set aside or annul an arbitral award.

EMPLOYEES MENTAL HEALTH IN THE WORKPLACE

According to the World Health Organization (WHO), “Mental health is defined as a state of well-being in which every individual realizes his or her own potential, can cope with the normal stresses of life, can work productively and fruitfully and is able to make a contribution to her or his community.”

General Overview of the International Center for the Settlement of Investment Disputes (ICSID)

The International Center for the Settlement of Investment Disputes (ICSID) was established by its Founding Convention in the year 1966.

Bilateral Investment Treaty (BIT)

The number of Bilateral Investment Treaties (BIT) ratified by developing countries has significantly increased. BITs have actually had an important role in attracting the foreign direct investment (FDI) to signatory countries.

Work Permit of Foreign Nationals

Foreign nationals shall be employed to work in Iran if they have work permit in accordance with the Labor Law of Iran and in conformity with Social Security Organization “SSO” regulations.

The Party Autonomy in International Commercial Arbitration from the Delocalisation Theory

The Party Autonomy in International Commercial Arbitration from the Delocalisation TheoryThis report will focus on the principles of party autonomy as the proper base of the delocalisation realm. It will also argue that the only legal constraint of party autonomy might be known as the public policy.

Applicable Income Tax to Foreign Legal Entities Residing Abroad under Iranian Law

It is no secret that one of the first things a foreign investor considers when deciding to enter a new market is the taxation regime.

Iran’s taxation regulations have been defined in the Direct Taxation Act (the “Act”) which was revised on 22 July 2015 by the parliament (implemented from 20 March 2016) introducing new provisions regarding the applicable income tax for foreign real and legal persons.

Aviation Case Study in the Iranian Court

In the case Mr. X vs. Aviation Company (Tehran Branch office) in 2014, the Plaintiff in his petition to the First Instance Court of Iran claimed the amount of … (confidential) as compensation for his luggage loss in 2007 alleging to be due to the Defendant’s negligence.

The most significant developments within the Iranian legal provisions with respect to promotion of commerce

As Iran has paved a lot in order for the foreign investment to be eased, as well as the whole trade ambiance to be motivated, we would like to surrender an outline, as an instance, of such endeavors within the legal sphere:

E-Business and Start-Ups in Iran

Like almost everywhere in the developed and developing world, internet based start-ups are mushrooming in Iran. The services offered through virtual sphere and mobile applications range from online shopping stores to online food deliveries, e-bakeries, taxi and transportation applications, online bookstores and libraries, laundry applications, courier applications, e-ticketing for cinemas, theater performances, music concerts, etc.

A Perspective of Solar Energy Investment in Iran

“In the name of Allah”

Undeniable benefits of renewable energies for mankind as well as environment is no longer overcast for the states. As an emerging sector of international industry and investment in Iran which has casted a rapid development particularly in the recent years, renewable energy has become one of the most appealing scopes to foreign investors in a sense that over 3 Billion Dollar investment in the renewable energy sector has been requested by the foreign investors until January 2017 according to the Energy Minister of Iran which has also been registered in the Foreign Investment Deputy of Ministry of Economy and Finance.

Free Trade Zones and Special Economic Zones in Iran

Free Trade Zones:

According to article 1 of The Law on the Administration of Free Trade – Industrial Zones of Islamic Republic of Iran”(LAFTIZ)” the government is authorized to administer the following zones as the Free Trade-Industrial Zones in accordance with ” LAFTIZ” and the other legal principles in order to accelerate the accomplishment of infrastructures, development, economic progress, investment, increase of public income, creation of productive employment, regulating of goods and labor market, to be actively present in regional and world market and to produce and to export the industrial and processing goods as well as rendering public services.

Rise of Asia Infrastructure Investment Bank (AIIB)

In September 2016, the Islamic Consultative Assembly of Iran ratified[1] the Act of Membership of Islamic Republic of Iran in the Asia Infrastructure Investment Bank (AIIB), a Multinational Development which is governed under China’s leadership.

Fifty-seven founding members have signed the Articles of Agreement since it was opened for signature on June 29, 2015. Remaining Signatories that have not yet deposited their instruments of ratification but they are expected to do so shortly and become members thereafter.[2] The Articles were signed in English, Chinese and French texts, which are equally authentic and consists of 60 Articles.

HAVING A GENERAL GLANCE TO ARBITRATION

The delocalisation of international commercial arbitration has been known as a consequence of the need for the harmonisation of the world economy, and in the trend away from national jurisdiction. The growing number of international transactions causes an increase in the occurrence of the application, notably by arbitral tribunals. Delocalisation theory is based on the idea of freeing international arbitration from the law of the place of arbitration, or the lex arbitri.

What suppliers of foreign branded clothing products should know

One of the key policies of the IRI government in the recent years has been towards combating smuggling in a way that different directives have been adopted by the Ministry of the Industry, Mine and Trade with the aim of protection of consumers and regulating the market specially in terms of importation of the foreign branded products.

INTERNATIONAL JOINT BANKS OF IRAN, A LEGAL REPORT

International Joint Banks of Iran, 5th Bi-Monthly N & A (January 29, 2015) According to wantchinatimes.com on January 28, 2015:

Iran and Russia are mulling a joint bank to settle their mutual trade payments, said Iran’s ambassador Tuesday on Press TV.

“Both sides plan to create a mutual bank or a mutual account to make payments in (Iranian) rials and (Russian) rubles,” ambassador Mehdi Sanaei said.

Sanaei’s remarks came two days after Gholamali Kamyab, the deputy governor of the Central Bank of Iran (CBI), announced Iran’s plans to sign “bilateral monetary treaties” with some countries.

Iran is not using the dollar “in its transactions with different countries,” Gholamali Kamyab said, adding that “Iran is using other currencies like China’s renminbi, Turkey’s lira, Russia’s ruble and South Korea’s won in its trade transactions with the countries.”

BIOSIMILARS AND PROTECTION OF THEIR OWNERSHIP

Biosimilars and Protection of Their Ownership, 20th Bi-Weekly N & A (January 22, 2015)It is reported on the website of http://cinnagen.com:

Signature of the first technology transfer contract in the field of biopharmaceutical production between Iran and Turkey with presence of Iran food and drug organization president.

For the first time, CinnaGen pharmaceutical company as the leading biopharmaceutical producer in Iran and the Middle East has managed to transfer the production technology of MS (Multiple Sclerosis) medicine known as ReciGen® from Iran to Turkey.

IRAN-TURKEY PREFERENTIAL TRADE AGREEMENT

Iran-Turkey Preferential Trade Agreement, 19th Bi-Weekly N & A (January 7, 2015) According to Tehrantimes.com on December 31, 2014:

TEHRAN – The preferential trade agreement, which was signed last year between Iran and Turkey, goes into force on January 1, 2015….

In January 2014, Iran and Turkey signed the agreement with the goal of boosting bilateral trade. The agreement was signed during Turkish Prime Minister Recep Tayyip Erdogan’s visit to Iran.

According to the agreement, 125 items of Iranian goods and 140 items of Turkish goods will be traded based on preferential tariffs as of January 1, 2015.

FINANCIAL CHANNELS AND INTERNATIONAL SANCTIONS

 According to Zawya.com on December 20, 2014:

Iran-China Joint Chamber of Commerce Chairman Asadollah Asgaroladi said that China has financed several Iranian projects.

“We agreed to receive our money in the form of goods and finance,” the official explained, Iran’s Mizan News Agency reported on Dec. 16.

“The country has no debt to us anymore, except for the goods,” he said.

“Bank of Industry and Mine, Parsian, and Pasargad banks are currently working in this regard,” the official explained.

EXPORT INSURANCE AND EXPORT GUARANTEE

It is reported on the website of egfi.org on November 30, 2014 that:

Within the visit of Alexey Ulyukaev, Minister of Economic Development of the Russian Federation, to Islamic Republic of Iran, with the invitation of Mohammad Reza Nematzadeh, Minister of Industry, Mine and Trade of I.R. of Iran, Export Insurance Agency of Russia (EXIAR) and Export Guarantee Fund of Iran (EGFI) entered into a Framework Agreement aimed at developing trade and investment between Russia and Iran. The timing of this signing follows several high level agreements between the two countries.

LEX PETROLEA & INTERNATIONAL COMMERCIAL ARBITRATION

Lex Petrolea & International Commercial Arbitration, 4th Bi-Monthly N & A (November 29, 2014)According to Shana.ir on October 15, 2014:

Managing director of the National Iranian Oil Company (NIOC) Roknoddin Javadi has said that he thinks an independent arbitration and supervisory body should be established to oversee oil industry contracts.

Speaking at the third national conference on upgrading contractual frameworks in oil industry, Javadi said Tuesday that it was necessary for the congress to prepare a contractual roadmap through sharing views between outsourcers and contractors.

TRANSIT TRANSPORT, IRAN AND ITS NEIGHBOURING COUNTRIES

Transit Transport, Iran & its Neighbouring Countries, 16th Bi-Weekly N & A (November 22, 2014)According to Bloomberg.com on November 4, 2014:

China plans a $16.3 billion fund to finance construction of infrastructure linking its markets to three continents as President Xi Jinping pushes forward with his plans to revive the centuries-old Silk Road trading route.

The fund, overseen by Chinese policy banks, will be used to build and expand railways, roads and pipelines in Chinese provinces that are part of the strategy to facilitate trade over land and shipping routes, according to government officials who participated in drafting the plan.

TAX HAVENS, TAX EVASION AND BANKING SECRECY

Tax Havens, Tax Evasion and Banking Secrecy, 15th Bi-Weekly N & A (November 7, 2014)According to Bloomberg.com on October 29, 2014:

Governments around the world closed in on tax evaders with an automatic data-sharing agreement that broadens efforts by the U.S. and the five biggest European Union economies to more than 50 countries and territories.

Finance ministers signed the agreement in Berlin today in a signal of global determination to capture tax revenue, after the U.S. pursued banks such as Credit Suisse Group AG (CSGN) for helping Americans cheat on their taxes and German authorities bought CDs containing stolen bank data.

TURKCELL v. THE ISLAMIC REPUBLIC OF IRAN & BILATERAL INVESTMENT TREATIES

Turkcell v. I. R. Iran & BITs, 14th Bi-Weekly N & A (October 22, 2014)On October 16, 2014, the website of Noodles.com published the Turkcell company’s “Announcement regarding the Arbitration Case in relation to the GSM License Tender in Iran”:

Our Company had been awarded with the GSM license following the tender initiated to operate a GSM network in Islamic Republic of Iran. However, on the grounds that the license had been awarded to another company by Islamic Republic of Iran in an unlawful way, Turkcell have filed an ad hoc arbitration on January 11, 2008.

Tribunal awarded that it has no jurisdiction to entertain Turkcell’s claims. Our company is assessing possible legal options against the Tribunal’s award.

FOREIGN DIRECT AND PORTFOLIO INVESTMENT, DIFFERENCES & SIMILARITIES

I. Foreign Direct Investment (FDI)
According to Jones and Wren in Foreign Direct Investment and the Regional Economy (2012):
The standard definition of foreign direct investment is given by the Organization for Economic Cooperation and Development (OECD, 1996). A key aspect of this is that it represents the notion of one enterprise in a particular country having a degree of control over another enterprise in a different country, as opposed to just the provision of financial capital. It is classed as, “investment that adds to, deducts from or acquires a lasting interest in an enterprise operating in an economy” arising from outside the country in order to “have an effective voice in the management of the enterprise” (OECD, 1996, p. 7). In the event that a foreign investor does not have an effective voice in the management of the company, then the investment is classified as „portfolio investment‟ (emphasis added).

ANUULING THE SANCTIONS BY COURTS, LEGAL AND ECONOMIC IMPACTS

Gist of the news
Presstv.ir reported on September 19, 2014 that:
A top European court has struck down restrictions imposed by the European Union against the Central Bank of Iran (CBI) on an alleged charge of circumventing US-led sanctions against the Islamic Republic.
In a judgment on Thursday, the Luxembourg-based EU‟s Court of Justice said it “annuls…the EU March 23, 2012 [ruling] concerning restrictive measures against Iran in so far as it listed Central Bank of Iran.”
“The reasons relied on are so vague and lacking in detail that the only possible response was in the form of a general denial,” the court ruled on Thursday, adding that “those reasons therefore do not comply with the requirements of the case-law.”
It said the charge leveled against the CBI is “insufficient in the sense that it does not enable either the applicant or the Court to understand the circumstances which led the [European] Council…to adopt the contested act.”
The Financial Times reported one day earlier that:

Iran Joining the Berne Convention

Gist of the news
Tehrantimes.com reported more than two years ago on April 3, 2012 that:
A bill to join the Universal Copyright Convention has recently been completed by Iranian Ministry of Culture and Islamic Guidance, an official of the ministry said on Tuesday. The bill has been submitted for discussion in the cabinet, the ministry’s Legal Department Director Ahmad-Ali Mohsenzadeh told the Persian service of the Iranian Students News Agency.
Almost two years later on April 15, 2014, the website of yjc.ir reported that according to Hasan Noushabadi, the Deputy Minister of Culture in Legal and Parliamentary Affairs:
“…Iran is preparing a bill to join the Bern convention as well as the Rome Convention for the Protection of Performers, Producers of Phonograms and Broadcasting Organizations.”

Legal Ramification of Article 968 of the Civil Code of Iran

Executive summary
The interpretations of article 968 of the Civil Code of Iran (CCI) can be subdivided into two groups. Under the first one that is supported by few lawyers, article 968 is a mandatory provision of the CCI. This means that all obligations arising out of contracts are subject to lex loci contractus, wherever they are concluded. The only exception to this rule is where both of the parties are foreign citizens who have explicitly or implicitly declared that their contract shall be subject to a law other than lex loci contractus. The second interpretation is a more liberal and more popular one. Under this interpretation, article 968 is a facultative provision of the CCI authorizing the Iranian as well as the foreign citizens to subject their contracts to any law that they deem appropriate.

P&I Cover of Oil Tankers

Gist of the News
It is reported on the website of http://www.hellenicshippingnews.com/suezmax-tanker-with-european-insurance-cover-calls-at-iranian-port-sources/ on August 7, 2014 that:

Overflying Iranian Airspace

Gist of the News
In a new development reported by en.haberler.com on July 22, 2014, Ebrahim Shoushtari, Deputy Head of the Civil Aviation Organization for Aeronautical Operations announced that:

The US District Court Decision on .IR Domain Names

Gist of the News
According to the Tower Magazine on June 29, 2014:
On Tuesday the United States District Court for the District of Columbia issued an order for the Internet Corporation for Assigned Names and Numbers (ICANN) to seize Iran‘s internet domain (.ir) and IP addresses in order to recover more than $1 billion in damages that the Islamic Republic owes for its sponsorship of global terror.

Biotech Law of Iran, The Need for a Comprehensive Law

Introduction
Let us start this News & Analysis with the following paragraph taken from Céline Lafontaine‟s book titled „Le Corps-Marché‟ published by Édition du Seuil in April 2014 (at page 246):
“Un article du Monde intitule »Médicament: épidémie de pénuries«, paru en novembre 2013, tirait la sonnette d‟alarme sur le fait que la course aux profits qui gouverne l‟industrie biopharmaceutique a maintenant des répercussions directes sur l‟accès aux traitements pour certains patients au sein même des pays développés.”

Interim Deal between 5+1 and Iran

Introduction
One of the most complicated fields of law is the law of sanctions. It would be almost impossible to handle the legal issues related to the sanctions imposed on Iran without understanding the existing and the invented interactions between the international law, the EU law, the US law, and the law of Iran. We have tried to look at few aspects of these interactions in this News & Analysis.

Branches and Rep Offices in the Law of Iran

Executive summary
Since 1931 when Article 4 of the Corporate Registry Act of Iran recognized two distinct legal forms for activities of foreign companies in Iran, namely establishing a branch office or appointing a representative, all of the Iranian laws and regulations have remained loyal to this dichotomy as if no other option exists. Even the new Commercial Code of Iran (2014) could not succeed in creating a modern business law for regulating the activities of foreign companies in Iran.

Commercial Agency in Iran

Executive summary
At least 184 foreign companies have entered agency agreements with Iranian agents. Foreign companies need to know more about the agency law of Iran before entering into an agreement with the Iranian companies.

International Commercial Contracts

New development
The number of international companies that are either negotiating, or planning, or at least considering a return to the Iranian market is increasing. Sooner or later, foreign companies need to initiate the process of negotiating an agreement with their Iranian counterparts. In that case they have to respond to few difficult questions: What are the crucial issues of concern during the negotiation process? Later, when the parties start the process of drafting their agreement(s), what are the key issues that the foreign party must take into consideration? What are the legal sources of international commercial contracts in the Iranian legal system? Is there any specific law that determines the limits of the contract law of Iran? How the laws of Iran interact with its jurisprudence? Would it be necessary for a foreign party to learn about Sharia rules, as far as international commercial contracts are concerned?

Joint Venture & the Law of Iran

Where two or more persons, whether natural or juridical, put together their assets to start a business activity in order to reap the benefits and to avoid the losses, they form a joint venture. Due to complexity of joint ventures, on the one hand, and strong desire of the partners to a joint venture to agree on every aspect of their venture, on the other, it is necessary that the partners found their relationship on a well-drafted and sufficiently detailed joint venture agreement.

Foreign Corporations in the Law of Iran

Executive summary
The term “foreign corporation” is composed of two parts: corporation, and foreign. To understand the real and actual sense of these two terms in the law of Iran, we need to explain how, why and when these two concepts came to existence, lived their life, and finally took their current shape in the legal environment of Iran. After getting to know about their history, we need to look at what they actually are. This requires that we explain their legal functions in the socio-economic context of Iran. These functions, in their turn, are subject to the laws and regulations of Iran

New Commercial Code of Iran

New development
The number of economic laws of Iran is very limited. A major reason for this shortcoming is that the general principles of the civil and commercial law of Iran are believed to respond to all possible questions in the field of international trade and economic law. In other words, the Civil Code and the Commercial Code of Iran are considered by majority of the Iranian lawyers as jus communes of the Iranian legal system. This understanding in its turn is based on a basic rule of Islamic law that fiqh (teachings of Sharia) shall respond to all legal queries forever.