1. Pursuant to Article 10.20.2 of the Dominican Republic—Central America—United States Free Trade Agreement (“CAFTA-DR”) (the “Agreement”), the United States of America makes this submission on a question of interpretation of the Agreement. The United States does not take a position, in this submission, regarding how the interpretation it offers below applies to the facts of this case, and no inference should be drawn from the absence of comment on any issue not addressed below.
2. Chapter Ten of the CAFTA-DR provides that a Party shall provide protection for “investors” from another Party, which are defined to include a broad class of “enterprise[s],” namely those that are “constituted or organized under the law of a Party.”1 At the same time, however, CAFTA-DR Article 10.12.2 provides that a Party “may deny the benefits” of Chapter Ten to an enterprise of another Party that has “no substantial business activity in the territory” of any other Party and is owned or controlled by a person from the denying Party or from a non-Party: