• TABLE OF CONTENTS
HIDE
 Title Page
 Foreword
 Table of Contents
 Constitution
 Nationality and immigration
 Rights and duties of foreigner...
 Foreign investment
 Merchants
 Commercial companies
 Registers
 Public instruments, notaries
 Bankruptcy and insolvency
 Contracts and obligations
 Sales
 Agency
 Suretyship
 Transportation
 Taxation
 Labor and social legislation
 Mining and petroleum legislati...
 Agrarian legislation
 Forestry legislation
 Water legislation
 Monopolies and exclusive privi...
 Patents and trademarks
 Copyright
 Negotiable instruments
 Banking legislation
 Economic controls
 Insurance
 Property rights
 Mortgages and other liens
 Bailments
 Trusts
 Succession
 Marriage and its dissolution
 The family
 Domicile
 Administration of justice
 Health legislation
 Nuclear energy
 Territorial waters, continental...
 Economic planning
 Appendix I: Selected treaties and...
 Appendix II: Bibliography






Group Title: statement of the laws of the Dominican Republic in matters affecting business
Title: A Statement of the laws of the Dominican Republic in matters affecting business
CITATION THUMBNAILS PAGE IMAGE ZOOMABLE
Full Citation
STANDARD VIEW MARC VIEW
Permanent Link: http://ufdc.ufl.edu/UF00076989/00001
 Material Information
Title: A Statement of the laws of the Dominican Republic in matters affecting business
Physical Description: xiii, 300 p. : ; 28 cm.
Language: English
Creator: Tellado, Antonio
Pan American Union -- General Legal Division
Publisher: Pan American Union
Place of Publication: Washington, D. C.
Publication Date: 1964
Copyright Date: 1964
Edition: 3d ed., rev. and enl.
 Subjects
Subject: Commercial law -- Dominican Republic   ( lcsh )
Industrial laws and legislation -- Dominican Republic   ( lcsh )
Aliens -- Dominican Republic   ( lcsh )
Corporations, Foreign -- Dominican Republic   ( lcsh )
Genre: non-fiction   ( marcgt )
Spatial Coverage: Dominican Republic
 Notes
General Note: Prepared by the General Legal Division, Pan American Union.
 Record Information
Bibliographic ID: UF00076989
Volume ID: VID00001
Source Institution: University of Florida
Holding Location: University of Florida
Rights Management: All rights reserved by the source institution and holding location.
Resource Identifier: ltuf - ABC1721
oclc - 02115142
alephbibnum - 000251572
lccn - 65062302

Table of Contents
    Title Page
        Page i
        Page ii
    Foreword
        Page iii
        Page iv
    Table of Contents
        Page v
        Page vi
        Page vii
        Page viii
        Page ix
        Page x
        Page xi
        Page xii
        Page xiii
        Page xiv
    Constitution
        Page 1
        Page 2
        Page 3
        Page 4
        Page 5
        Page 6
        Page 7
        Page 8
        Page 9
        Page 10
        Page 11
        Page 12
        Page 13
        Page 14
        Page 15
        Page 16
        Page 17
        Page 18
        Page 19
        Page 20
        Page 21
        Page 22
        Page 23
        Page 24
        Page 25
        Page 26
        Page 27
    Nationality and immigration
        Page 28
        Page 29
        Page 30
        Page 31
        Page 32
        Page 33
        Page 34
        Page 35
        Page 36
        Page 37
        Page 38
        Page 39
        Page 40
        Page 41
        Page 42
        Page 43
    Rights and duties of foreigners
        Page 44
        Page 45
        Page 46
    Foreign investment
        Page 47
        Page 48
        Page 49
    Merchants
        Page 50
        Page 51
        Page 52
    Commercial companies
        Page 53
        Page 54
        Page 55
        Page 56
        Page 57
        Page 58
        Page 59
        Page 60
        Page 61
        Page 62
        Page 63
        Page 64
        Page 65
        Page 66
        Page 67
        Page 68
        Page 69
        Page 70
        Page 71
        Page 72
        Page 73
    Registers
        Page 74
        Page 75
        Page 76
        Page 77
    Public instruments, notaries
        Page 78
        Page 79
        Page 80
    Bankruptcy and insolvency
        Page 81
        Page 82
        Page 83
        Page 84
    Contracts and obligations
        Page 85
        Page 86
        Page 87
        Page 88
        Page 89
        Page 90
        Page 91
        Page 92
        Page 93
        Page 94
    Sales
        Page 95
        Page 96
        Page 97
        Page 98
    Agency
        Page 99
        Page 100
        Page 101
        Page 102
    Suretyship
        Page 103
        Page 104
        Page 105
    Transportation
        Page 106
        Page 107
        Page 108
        Page 109
        Page 110
        Page 111
        Page 112
    Taxation
        Page 113
        Page 114
        Page 115
        Page 116
        Page 117
        Page 118
        Page 119
        Page 120
        Page 121
        Page 122
        Page 123
        Page 124
        Page 125
        Page 126
        Page 127
        Page 128
    Labor and social legislation
        Page 129
        Page 130
        Page 131
        Page 132
        Page 133
        Page 134
        Page 135
        Page 136
        Page 137
        Page 138
        Page 139
        Page 140
        Page 141
        Page 142
        Page 143
        Page 144
        Page 145
        Page 146
        Page 147
        Page 148
        Page 149
        Page 150
        Page 151
        Page 152
        Page 153
        Page 154
        Page 155
        Page 156
        Page 157
        Page 158
        Page 159
        Page 160
        Page 161
        Page 162
        Page 163
        Page 164
        Page 165
        Page 166
        Page 167
    Mining and petroleum legislation
        Page 168
        Page 169
        Page 170
        Page 171
        Page 172
        Page 173
        Page 174
        Page 175
    Agrarian legislation
        Page 176
        Page 177
        Page 178
        Page 179
        Page 180
        Page 181
        Page 182
        Page 183
        Page 184
        Page 185
        Page 186
        Page 187
        Page 188
    Forestry legislation
        Page 189
        Page 190
    Water legislation
        Page 191
        Page 192
    Monopolies and exclusive privileges
        Page 193
        Page 194
        Page 195
    Patents and trademarks
        Page 196
        Page 197
        Page 198
        Page 199
        Page 200
        Page 201
        Page 202
        Page 203
        Page 204
    Copyright
        Page 205
        Page 206
        Page 207
        Page 208
        Page 209
        Page 210
    Negotiable instruments
        Page 211
        Page 212
        Page 213
    Banking legislation
        Page 214
        Page 215
        Page 216
        Page 217
        Page 218
        Page 219
        Page 220
        Page 221
        Page 222
        Page 223
        Page 224
        Page 225
        Page 226
        Page 227
        Page 228
        Page 229
        Page 230
        Page 231
        Page 232
        Page 233
        Page 234
    Economic controls
        Page 235
        Page 236
    Insurance
        Page 237
        Page 238
        Page 239
        Page 240
        Page 241
        Page 242
        Page 243
        Page 244
        Page 245
    Property rights
        Page 246
        Page 247
        Page 248
        Page 249
    Mortgages and other liens
        Page 250
        Page 251
        Page 252
        Page 253
    Bailments
        Page 254
        Page 255
    Trusts
        Page 256
        Page 257
    Succession
        Page 258
        Page 259
        Page 260
        Page 261
    Marriage and its dissolution
        Page 262
        Page 263
        Page 264
        Page 265
        Page 266
        Page 267
        Page 268
        Page 269
        Page 270
        Page 271
        Page 272
        Page 273
    The family
        Page 274
        Page 275
        Page 276
        Page 277
        Page 278
    Domicile
        Page 279
        Page 280
    Administration of justice
        Page 281
        Page 282
        Page 283
        Page 284
        Page 285
        Page 286
    Health legislation
        Page 287
        Page 288
    Nuclear energy
        Page 289
    Territorial waters, continental shelf, fishing rights
        Page 290
        Page 291
    Economic planning
        Page 292
        Page 293
        Page 294
    Appendix I: Selected treaties and conventions on commercial matters
        Page 295
        Page 296
    Appendix II: Bibliography
        Page 297
        Page 298
        Page 299
        Page 300
Full Text





A STATEMENT OF THE LAWS OF THE


DOMINICAN REPUBLIC

In Matters Affecting Business



Third Edition .

Revised and Enlarged
by
ANTONIO TELLADO, hijo
(Member of the Bar of the inican Republic)










PAN AMERICAN UNION
General Secretariat, Organization of American States
Washington, D. C. 1964




























O Copyrigh., 1965, by
THE PAN AMERICAN UNION
Washington, D.C.























This Series is prepared by the General Legal Division,
Department of Legal Affairs, Pan American Union,
Washington, D. C.



















FOREWORD


This Statement is another in a series of studies edited and
published by the Pan American Union for the purpose of providing
businessmen, lawyers, and other interested persons with a sum-
mary of the basic legislation in force in each Latin American re-
public. Emphasis is given to commercial, industrial and labor
law and related matters.

The manuscript for this edition was prepared by Dr. Antonio
Tellado, hijo, a lawyer of the Dominican Republic, with offices in
Santo Domingo.

The material presented constitutes a summary of the perti-
nent statutory and regulatory provisions in force in October 1964.
Constitutions were recently adopted on December 29, 1961, Sep-
tember 16, 1962, and April 29, 1963. By manifesto published in
the Gaceta Oficial of September 30, 1963, the 1963 constitution was
declared nonexistent, and the 1962 constitution was declared in
force. This constitution is reproduced in its entirety as Chapter I.

Needless to say, users of this volume should consult counsel
before committing themselves to a specific undertaking, since par-
ticular facts or circumstances may call for a special course of ac-
tion. Moreover, it may be necessary to examine the full texts of
legislation, regulations, and particular decisions, or to ascertain
whether changes have taken place since publication.

Supplements to this work will be issued from time to time,
whenever sufficiently important changes are noted.




Paul A. Colborn
Chief, General Legal Division


December 1964


















CONTENTS


Page


I CONSTITUTION

Title I Section I The Nation and Its Government
Section II The Territory
Section III Frontier Economic and Social System

Title II Human Rights

Title III Concordat

Title IV Political Rights

Section I Nationality
Section II Citizenship

Title V Sovereignty

Title VI Section I The Legislative Branch
Section II The Senate
Section III The Chamber of Deputies
Section IV Provisions Common to Both Chambers

Title VII The Congress

Title VIII Enactment of the Laws

Title IX Section I The Executive Branch
Section II The Secretaries of State

Title X Section I The Judicial Branch
Section II The Supreme Court of Justice
Section III Courts of Appeal
Section IV Land Courts
Section V Courts of First Instance
Section VI Justices of the Peace

Title XI Accounting Commission

Title XII National District and Municipalities

Title XIII Administration of the Provinces










Title XIV Electoral Assemblies


Title XV The Armed Forces 22

Title XVI General Provisions 22

Title XVII Constitutional Amendments 25

Transitory Provisions 26

II NATIONALITY AND IMMIGRATION 28

A. Nationality 28
1. Laws and Regulations Concerning Nationality 28
2. Legal Provisions Concerning Naturalization 29
3. Rights of Naturalized Citizens 34

B. Immigration 35
1. Laws and Regulations Concerning Immigration 35
2. Classification of Entrants 36
3. Documents Required 37
4. Persons Excluded From Entry 40
5. Judicial Deportation 42
6. Placement of Immigrants 43

III RIGHTS AND DUTIES OF FOREIGNERS 44

1. Civil Rights and Obligations 44
2. Rights in Commerce and Industry 45
3. Restrictions on the Percentage of Foreign Workers 46

IV FOREIGN INVESTMENT

1. General 47
2. Foreign Investment Tax Incentives 47

V MERCHANTS

1. Definition 50
2. Commercial Acts 50
3. Capacity 51
4. Supervision of Commercial Activities 51

VI COMMERCIAL COMPANIES

1. Requirements for Engaging in Commerce and Industry 53
2. Juridical Personality 54
3. Organization and Operation of Companies 54
4. Types of Companies 55
5. General Partnerships (en nombre colectivo) 56
6. Simple Limited Partnerships (en comandita) 57
7. Formation of Partnerships 58
8. Stock-issuing Companies 61










9. Companies With Variable Capital 66
10. Joint Ventures 67
11. Government Supervision of Commercial and Industrial
Enterprises 68
12. Use of Spanish in Firm Names, etc. 68
13. Cooperative Associations 69

VII REGISTERS

1. Commercial Register 74
2. Register of Legal Acts 76
3. Civil Register 77
4. Other Registers 77

VIII PUBLIC INSTRUMENTS; NOTARIES

1. The Notary Public 78
2. Public Instruments 79
3. Consular Functions 79

IX BANKRUPTCY AND INSOLVENCY

1. General Principles 81
2. Procedures 82
3. Company and Individual Liability 83
4. Suspension of Payments 83
5. Foreign Bankruptcy 84

X CONTRACTS AND OBLIGATIONS

A. General Principles 85
1. Definitions 85
2. Capacity of the Parties 85
3. Civil vs. Commercial Contracts 86

B. Contracts 86
1. Requirements 86
2. Effects and Execution 87
3. Transfer of Contractual Rights 87
4. Fulfilment and Extinction 88
5. Commercial Contracts 88
6. Contracts for Services 89

C. Obligations 89
1. Conditions 89
2. Joint and Several Obligations 89
3. Payment and Setoff 90
4. Release or Forgiveness 90
5. Merger of Rights 91
6. Novation and Subrogation 91
7. Interpretation 92
8. Damages 92

D. Quasi contracts 93











XI SALES


1. Nature and Elements 95
2. Requirements 96
3. Obligations of the Parties 96
4. Conditional Sales 97
5. Rescission 98
6. Barter 98

XII AGENCY

1. General Principles 99
2. Forms of Agency 99
3. Rights and Obligations 100
4. Effects 101
5. Termination 101
6. Foreign Powers of Attorney 102

XIII SURETYSHIP

1. Nature and Creation 103
2. Rights and Obligations 104
3. Cosureties 104
4. Extinction or Extension 105
5. Legal or Judicial Suretyship 105

XIV TRANSPORTATION

A. Maritime Law 106
1. Vessels 106
2. Maritime Commercial Acts 107
3. Maritime Risks. Average 108
4. Navigation and Ports 109

B. Land Transportation 109
1. Transportation Contracts 109
2. Railway Legislation 110
3. Highway Transportation 110

C. Air Transportation 111
1. Registration of Aircraft 11I
2. Pilot License and Registration 111
3. Flight Regulation and Control 111
4. Liabilities for Damages 111
5. Treaties on Aviation 112

XV TAXATION

A. General Principles 113
1. Taxing Power 113
2. System of Taxation 113










B. Income Tax 114
1. General Provisions 114
2. Categories of Income 117
3. Supplementary Tax 120
4. Profits Tax 121
5. Procedure 121

C. Inheritance and Gift Taxes 122

D. Other Taxes 124
1. Business Licenses 124
2. Export Taxes 124
3. Import Taxes 126
4. Taxes on Commercial Enterprises 126
5. Miscellaneous Taxes 127

XVI LABOR AND SOCIAL LEGISLATION

1. Legislation and General Principles 129
2. Labor Contracts 131
3. Nationalization of Labor 144
4. Working Hours and Weekly Rest 145
5. Vacations 147
6. Wages 148
7. Work by Women and Minors 149
8. Special Categories of Labor 151
9. Labor Unions 152
10. Disputes, Strikes, and Lockouts 155
11. Labor Authorities 157
12. Health Regulations 160
13. Work Accidents 161
14. Pensions and Social Security 164
15. Government Officials and Employees 166

XVII MINING AND PETROLEUM LEGISLATION

1. General Principles and Legislation 168
2. Reconnaissance and Exploration 168
3. Concessions 169
4. Application Procedure 171
5. Mining Taxes, Fees, and Royalties 172
6. Peat Beds, Quarries, and Sand Pits 174
7. Gold Washing 174
8. Petroleum Legislation 175

XVIII AGRARIAN LEGISLATION

1. Civil Law Status 176
2. Latifundia and Rights of Foreigners and Nationals 176
3. Taxes 176
4. Mechanization of Agriculture 177










5. Privileges and Concessions 177
6. Miscellaneous Activities 180
7. Poultry and Stock-raising 181
8. Public Lands 181
9. Agrarian Reform 185

XIX FORESTRY LEGISLATION

1. Forest Conservation 189
2. Other Legal Provisions 190

XX WATER LEGISLATION 191

XXI MONOPOLIES AND EXCLUSIVE PRIVILEGES

1. Limitations 193
2. Government Monopolies 193
3. Government-controlled Activities 194

XXII PATENTS AND TRADEMARKS

1. Patents 196
2. Trademarks 199
3. New Models and Designs 203
4. Trade Names 204
5. Marks of Origin 204
6. Unfair Competition 204

XXIII COPYRIGHT

1. General Provisions 205
2. Persons and Works Protected 206
3. Duration of Copyright 207
4. Formalities 208
5. Protection of Foreign Works 210

XXIV NEGOTIABLE INSTRUMENTS

1. General Provisions 211
2. Checks 211

XXV BANKING LEGISLATION

1. Laws and Regulations in Force 214
2. The General Banking Law 214
3. Limitations and Restrictions 217
4. The Central Bank 222
5. The Reserve Bank 226
6. The Agricultural Bank 227
7. The Monetary System 229
8. Specialized Credit Institutions 231
9. Regulation of Securities 233











XXVI ECONOMIC CONTROLS


1. Exchange Control 235
2. Control of Imports 236
3. Control of Exports 236

XXVII INSURANCE

1. Legislation and Regulations 237
2. Rights of Foreign Insurance Companies 239
3. Maritime Insurance 240

XXVIII PROPERTY RIGHTS

1. Definitions 246
2. Ownership 247
3. Usufruct, Use, and Habitation 247
4. Expropriation 248
5. Servitudes (Easements) 248
6. Leases 249

XXIX MORTGAGES AND OTHER LIENS

A. Mortgages 250
1. General Principles 250
2. Registration 251
3. Voluntary Mortgages 251
4. Legal Mortgages 252
5. Judicial Mortgages 252
6. Mortgage Suits (Foreclosure) 252
7. Extinction 253

B. Other Liens 253

XXX BAILMENTS

1. Deposit 254
2. Commodatum 255

XXXI TRUSTS

1. General Principles 256
2. Family Homestead 256

XXXII SUCCESSION

1. General Principles 258
2. Wills 259
3. Intestate Succession 260










XXXIII MARRIAGE AND ITS DISSOLUTION


A. Marriage 262
1. Current Legislation 262
2. General Provisions 262
3. Age of Consent 263
4. Impediments and Prohibitions 263
5. Preliminary Formalities 264
6. Objections to the Marriage 264
7. The Ceremony 265
8. Marriages Abroad 266

B. Dissolution 266
1. Current Legislation 266
2. Grounds for Absolute Divorce 266
3. Court Actions and Arrangements Pendente Lite 267
4. Custody of Children 269
5. Alimony and Property Settlement 269
6. Foreign Divorce of Nationals 270
7. Divorce of Foreigners 270
8. Divorce by Mutual Consent 270
9. Annulment 271
10. Separation (in Catholic Marriages) 272

XXXIV THE FAMILY

1. General Provisions 274
2. Adoption 274
3. Guardianship 275
4. Emancipation 277
5. Incompetency (interdiction) 278

XXXV DOMICILE

1. General Principles 279
2. Absent Persons 280

XXXVI ADMINISTRATION OF JUSTICE

1. Judicial Procedure 281
2. Administrative Procedure 282
3. Arbitration 283
4. Evidence 283
5. Execution of Judgments 284
6. Prescription 285

XXXVII HEALTH LEGISLATION 287


XXXVIII NUCLEAR ENERGY










XXXIX





XL

APPENDIX I


APPENDIX II


TERRITORIAL WATERS, CONTINENTAL SHELF,
FISHING RIGHTS

1. Territorial Waters; Continental Shelf
2. Fishing Rights

ECONOMIC PLANNING

SELECTED TREATIES AND CONVENTIONS ON
COMMERCIAL MATTERS

BIBLIOGRAPHY























CONSTITUTION


TITLE I

Section I

The Nation and Its Government

Article 1. The Dominican people form a nation organized into a free and
independent state, with the name of the Dominican Republic.

Article 2. Its government is essentially civil, republican, democratic,
and representative.

It is divided into the legislative, executive, and judicial branches. These
three branches are independent in the exercise of their respective functions.
Those entrusted with these branches are responsible for them and may not dele-
gate their responsibilities, which are solely those specified by this Constitution
and the laws.

Article 3. The sovereignty of the Dominican nation as a free and inde-
pendent state is inviolable. Consequently, none of the public powers organized
by the present Constitution may perform or permit or accept the performance of
acts which constitute a direct or indirect intervention in the internal or external
affairs of the Dominican Republic or an interference which is against the person-
ality and integrity of the state and of the functions recognized and affirmed in
this Constitution. The principle of nonintervention affirmed in this article con-
stitutes a rule for Dominican international policy.

Article 4. The Dominican Republic shall not favor any international con-
demnation which, in the opinion of its Government, may result in prejudice to a
brother people of the Americas.


Section II

The Territory

Article 5. The territory of the Dominican Republic is and shall be in-
alienable. It consists of the eastern part of the island of Santo Domingo and its
adjacent islands. Its permanent and immutable land boundaries are fixed by the
Boundary Treaty of 1929 and its Protocol of Revision of 1936. It is divided po-
litically into one district known as the National District, which includes the capi-
tal of the Republic, and into such provinces as are determined by law. The











provinces in turn are divided into municipalities. The corresponding territorial
sea and continental shelf are also parts of the national territory. The extent of
the territorial sea and continental shelf shall be fixed by law.

Paragraph. The law shall fix the number of provinces and their bounda-
ries and those of the National District, as well as those of the municipalities
into which they are divided, and it may also create, under other names, new po-
litical divisions of the territory.

Article 6. The city of Santo Domingo is the capital of the Republic and the
seat of the national government.


Section HI

Frontier Economic and Social System

Article 7. The economic and social development of the territory of the
Republic along the frontier, as well as the dissemination there of culture and
the religious tradition of the Dominican people, are declared to be of supreme
and permanent national interest. The agricultural and industrial utilization of
frontier rivers shall continue to be regulated by the principles affirmed in
Article 6 of the 1936 Protocol revising the Boundary Treaty of 1929 and in
Article 10 of the Treaty of Peace, Friendship, and Arbitration of 1929.



TITLE II

Human Rights

Article 8. The effective protection of the rights of the human being and
the creation and maintenance of the means which will permit him to improve
himself progressively within a system of individual liberty and social justice,
compatible with public order, the general well-being and the rights of all, are
recognized as the principal aims of the state. In order to guarantee the ac-
complishment of these aims the following standards are set:

1) The inviolability of life. Neither the death penalty nor any other that
implies loss of the physical integrity of the individual may be estab-
lished. The law may, however, establish the death penalty for those
who, in case of legitimate defense against a foreign State, become
guilty of crimes against the success of national arms or of treason
or espionage in favor of the enemy.

2) Individual security. Therefore:

a) Corporal punishment shall not be established for debts that do not
arise from infractions of the penal laws.
b) No one may be sent to prison or restrained in his freedom without
an order written and defined by a competent judicial official, ex-
cept in case of flagrante delicto.
c) Any person deprived of his freedom without cause or without legal
formalities, or in cases not covered by law, shall be placed at











liberty immediately upon his own demand or that of any person.
The law of habeas corpus shall determine the manner of proceed-
ing summarily in these cases.
d) Any person deprived of his freedom shall be submitted to the com-
petent judicial authority or freed within forty-eight hours after his
arrest.

e) Every arrest shall be void or shall become imprisonment within
forty-eight hours after the arrested person has been submitted to
the competent judicial authority, and the interested party must be
notified within the same period of the ruling handed down in the
case.
f) No one may be tried twice for the same offense.
g) No one may be required to testify against himself.
h) No one may receive sentence without a hearing or due summons,
or without observance of the procedures established by law to en-
sure impartial judgment and the exercise of the right of defense.
Hearings shall be public, unless excepted by law in cases where
publicity might be prejudicial to the public order or to good cus-
tom s.

3) Freedom of work. The law shall, as required by the general interest,
establish the maximum working day, days of rest and vacations, mini-
mum wages and salaries and their forms of payment, social security,
the participation of nationals in all work, and in general all provisions
for state protection and assistance for workers that may be considered
necessary.

4) Freedom of enterprise. Monopolies may be established only in favor
of the state or state institutions. The creation and organization of
these monopolies shall be done by decree-law of the executive power.

5) Freedom of conscience and of worship, subject to respect for the pub-
lic order and good customs.

6) Freedom of education. Elementary education shall be compulsory for
children of school age and for all those who for diverse reasons have
not previously been able to enjoy this right. It is hereby declared a
duty of the state to furnish a basic education to all inhabitants of the
national territory and to take the necessary steps to eliminate or pre-
vent the reappearance of illiteracy. Both elementary education and
the education offered in vocational, art, commercial, manual arts,
and home economics schools shall be free. These duties of the state
presume on the part of persons inhabiting the territory of the Republic
the correlative obligation of attending the educational institutions of
the country in order to acquire at least an elementary education. The
state shall strive for the widest possible dissemination of science and
culture, thus adequately facilitating all persons to benefit from the re-
sults of scientific progress.

7) The right to expression of thought without prior censorship. The law
shall prescribe penalties applicable to those who threaten the honor of
persons, the social order, or the public peace.











8) Freedom of association and of assembly for peaceful purposes.

9) The right to own property. This, however, may be taken over for a
duly justified reason of public benefit or social interest, and after fair
compensation. In cases of public disaster compensation need not be
paid in advance. A general confiscation of property is prohibited, ex-
cept as punishment of persons guilty of treason or espionage in behalf
of an enemy during a time of legitimate defense against a foreign state
or guilty of abuse or usurpation of power or of any public functions for
purposes of enriching themselves or others. In these last cases the
property acquired by the state through confiscation ordered by law will
have first priority as means of repairing the moral and material dam-
age caused by the usurpation or abuse of power or public function. The
law may establish special procedures for acquisition by the state of
areas or portions of rural lands that may be needed for introducing and
developing adequate systems or agrarian reforms, in which case the
same law shall regulate the form of indemnity or compensation.

10) The inviolability of correspondence and all other private documents,
which may not be seized or inspected except through legal procedures
as evidence in matters under adjudication. The secrecy of communi-
cation by telegraph, telephone, and cable is also inviolable.

11) The inviolability of the home. No entry of the home may be made ex-
cept in those cases indicated by law and according to formalities pre-
scribed therein.

12) Freedom of transit, except for restrictions resulting from penalties
imposed by a court, or by police, immigration, and health laws.

13) Exclusive ownership, for the time and in the manner determined by
law, of inventions and discoveries, as well as of scientific, artistic,
and literary productions.

14) With the aim of strengthening its stability and well-being, its moral,
religious, and cultural life, the family shall receive the broadest pos-
sible protection from the state. The law shall provide the necessary
means for protecting maternity and, in particular, mothers, during a
reasonable period before and after childbirth. One of the principal
objectives of the social policy of the state is declared to be the con-
stant reduction of infant mortality and a sound development of children.
The establishment of the family "homestead" (bien de familiar) is also
declared to be of high social interest. The state shall encourage family
savings and the establishment of credit, producer, distribution, and
consumer cooperatives and any others that may be useful.

15) The state shall continue the progressive development of social security
so that one day every person shall enjoy adequate protection against
unemployment, sickness, disability, and old age.

16) The state shall offer its protection and assistance to old people in a
manner determined by law, in order that their health shall be pre-
served and their well-being ensured.











17) The state shall offer social assistance to the poor. This attention
shall consist of food, clothing, and insofar as possible, adequate
housing.

18) The state shall strive for improvement in the meals, housing, sani-
tary services, and hygienic conditions in work establishments; it
shall seek the means for the prevention and treatment of epidemic
and endemic diseases and any others, as well as the provision of
free medical and hospital attention to those who require it because
of their meager economic resources.

19) Husband and wife may freely arrive at their marriage agreements or
elect any system adopted by law, which shall always establish the
system of separation of property and prescribe what shall govern
in the absence of special provisions, the following characteristics
being understood to be inherent in this system of separation of
property: (a) that each spouse shall retain the ownership, admin-
istration, enjoyment, and free disposition of his or her property;
(b) that any renunciation by the wife of the right to recover the ad-
ministration of her property which she had entrusted to her husband
is void; and (c) if after ten years of a marriage under separation
of property, one of the spouses dies, his or her creditors, heirs,
legatees, or successors may not, for any reason, initiate any ac-
tion against the surviving spouse for the restitution or return of
property.

20) Every person has the right to exclude from his estate, following a
declaration of unworthiness, descendants who have performed ob-
viously prejudicial acts affecting his reputation and dignity, or who
have performed acts contrary to public or private morals which
might besmirch the good name of his family.

Paragraph I. The law may add other causes of unworthiness
and must provide that in all cases the judgment rendered by a court
of first instance cannot be appealed, and that the parent may, by a
later public instrument or by provision in a will, annul the judgment
that was rendered.

Paragraph II. The law shall regulate the procedure to be fol-
lowed for obtaining the declaration of exclusion from an estate by
reason of unworthiness.

Article 9. No one shall be obligated to do what the law does not demand,
nor be prevented from doing what the law does not prohibit.

Article 10. The enumeration contained in Article 8 is not restrictive and
hence does not exclude the existence of other rights of the same nature.



TITLE III

Concordat

Article 11. Relations between the Church and the state are regulated by
the Concordat between the Holy See and the Dominican Republic, in accordance
with the law of God and the Catholic tradition of the Dominican Republic.










TITLE IV

Political Rights

Section I

Nationality

Article 12. The following are Dominicans:

1) Persons who at present enjoy that status by virtue of former constitu-
tions and laws.

2) All persons born in the territory of the Republic, with the exception of
the legitimate children of foreigners resident in the Republic as diplo-
matic representatives or in transit through the country.

3) All persons born abroad of a Dominican father or mother, provided that
they have not acquired foreign nationality in accordance with the laws
of their country of birth, or in the event that they have acquired it, that
after attaining their civil majority, as determined by national legisla-
tion, they make a statement, sworn to before a public official and trans-
mitted to the executive branch, declaring their intention of retaining
Dominican nationality.

4) Persons naturalized. The law shall provide the conditions and formal-
ities required for naturalization.

Paragraph I. No Dominican shall be recognized as having nationality
other than Dominican as long as he resides in the territory of the Republic.

Paragraph II. A Dominican woman married to a foreigner may acquire
the nationality of her husband.


Section II

Citizenship

Article 13. All Dominicans of either sex over 18 years of age, and those
who have been married, although under that age, are citizens.

Article 14. The rights of citizens are:

1) The right to vote;

2) The right to be eligible for elective office.

Article 15. The rights of citizenship are lost:

1) By bearing arms or lending aid in any attack against the Republic;

2) By participating in acts or undertakings intended to overthrow the
legally constituted Government or attacking the person of the Chief











of State or other officials who, according to law, enjoy the same
prerogatives.

3) By sentence to criminal punishment, until rehabilitation;

4) By judicial interdiction, while it is in effect;

5) By accepting, while in Dominican territory, a function or employment
from any foreign government, without prior authorization by the execu-
tive power;

6) By having adopted another nationality.

Paragraph. In the last two cases citizenship may be reacquired if so pro-
vided by law, in the manner indicated therein.


TITLE V

Sovereignty

Article 16. Sovereignty resides inherently in the people and is exercised
through the intermediary of the powers recognized by this Constitution.


TITLE VI

Section I

The Legislative Branch

Article 17. All the legislative powers conferred by this Constitution are
entrusted to a Congress of the Republic consisting of a Senate and a Chamber of
Deputies.

Article 18. The election of both senators and deputies shall be by direct
vote.

Article 19. The office of senator and of deputy is incompatible with any
other public office or position.

Article 20. In case of the temporary absence of a senator or deputy, his
alternate will be called upon to perform his functions during the absence. If the
absence is permanent, the alternate shall continue his functions until the end of
the term.

Article 21. If both a senator or deputy and his alternate are absent, a by-
election shall be called in the jurisdiction concerned to fill the vacancy, in ac-
cordance with the Electoral Law. The election must take place within a maxi-
mum of sixty days after the date the vacancy occurred.











Section II


The Senate

Article 22. The Senate shall be composed of members elected in the pro-
portion of one for each province and one for the National District, and their
term of office shall be four years.

Each senator shall have an alternate, elected in the same manner and
jointly with him.

Article 23. To be a senator or alternate of a senator a person must be a
Dominican in full enjoyment of civil and political rights and have attained twenty-
five years of age.

Paragraph. Naturalized persons may not be elected as senator until five
years after they acquired nationality and providing they have resided in the
country during the two years preceding the election.

Article 24. The following are exclusive powers of the Senate:

1) To elect the judges of the Supreme Court of Justice, the courts of ap-
peal, the land court, the courts of first instance, the judges of instruc-
tion, the justices of the peace and their alternates, and the judges of
any other courts of a judicial nature created by law.

2) To elect the members of the Accounting Commission.

3) To approve or to reject diplomatic appointments submitted by the ex-
ecutive branch.

4) To try impeachments preferred by the Chamber of Deputies against
public officials elected for a specific term on grounds of bad conduct
or offenses in the exercise of their functions. In impeachment cases
the Senate may not impose other penalties than those of removal from
office or of disqualification from all remunerated offices of honor or
trust in the Republic. The convicted person, however, shall remain
subject to indictment and trial according to law, when appropriate.

The Senate cannot pronounce condemnatory sentence unless it is approved
by a vote of at least three fourths of its full membership.

The provisions contained in this article do not exclude, with regard to
members of the judicial branch, the disciplinary authority of the Supreme Court
of Justice.


Section III

The Chamber of Deputies

Article 25. The Chamber of Deputies shall be composed of members
elected every four years by the people of the provinces and the National Dis-
trict in the proportion of one for every fifty thousand inhabitants or fraction
thereof greater than twenty-five thousand, but in no case shall a province have
less than two deputies.










Each deputy shall have an alternate, elected in the same manner.


Article 26. To be a deputy or alternate of a deputy a person must be a
Dominican in full enjoyment of civil and political rights and have attained
twenty-five years of age.

Naturalized persons may only be elected deputies five years after acquir-
ing nationality and provided that they have resided in the country for the two
years preceding their election.

Article 27. It is an exclusive right of the Chamber of Deputies to prefer
impeachments of public officials before the Senate in the cases specified in
Article 24 (4). The impeachment may not be ordered except by a vote of three
fourths of the total membership of the Chamber.


Section IV

Provisions Common to Both Chambers

Article 28. The chambers shall meet together as a National Assembly in
the cases indicated in this Constitution, and there must be present for this pur-
pose more than one half of the members of each chamber.

Decisions shall be taken by absolute majority vote.

Article 29. Each chamber shall regulate its internal proceedings and the
conduct of its own business, being authorized under the rules of discipline to im-
pose penalties on its members in proportion to the offense committed.

Article 30. The Senate and Chamber of Deputies shall hold their sessions
separately, except when they meet in National Assembly.

Paragraph. They may also meet jointly to receive the message of the
President of the Republic and the reports of the secretaries of state referred to
in Article 55(21), to celebrate commemorative acts, and to perform other acts
not related to the legislative powers of each chamber nor those indicated in this
Constitution as exclusive to either one of them.

Article 31. In each chamber the presence of more than half of its mem-
bers shall be necessary for the validity of its deliberations. Decisions shall
be taken by absolute majority vote, except in matters previously declared ur-
gent, which shall be decided by a two-thirds vote.

Article 32. The members of both chambers shall enjoy the fullest penal
immunity for the opinions they express in sessions.

Article 33. No senator or deputy may be deprived of his liberty during
the legislative session without the authorization of the chamber to which he be-
longs, except in the case of his being apprehended in the moment of committing
a crime. In all cases the Senate or Chamber of Deputies, or, if they are not in
session or there is no quorum, any member thereof, may demand that a mem-
ber who has been detained, arrested, imprisoned, or in any other way deprived
of his liberty, be set free for the duration of the legislative session or any por-
tion thereof. To this end, the president of the Senate or of the Chamber of

9











Deputies, or the senator or deputy, as the case may be, shall make such requi-
sition to the Attorney General of the Republic; and if necessary, shall give the
order for liberation directly, for which he may request the assistance of the
public force, which must be given to him by every depositary thereof.

Article 34. The chambers shall meet regularly on February 27 and
August 16 of each year, and each legislative session shall last ninety days,
which may be extended for sixty days more.

Paragraph. Extraordinary sessions shall be at the call of the executive
power.

Article 35. On February 27 each chamber shall elect from its member-
ship a president, a vice-president, and two secretaries for the term of one year.

Paragraph I. Each chamber shall choose its auxiliary employees, who
shall remain in their positions as long as they are not expressly removed.

Paragraph II. The president of the Senate and the president of the Cham-
ber of Deputies shall have disciplinary powers during the sessions; and they
shall represent their respective chamber in all legal acts.

Article 36. Whenever the chambers meet in National Assembly or in
joint session, the presidency shall be assumed by the president of the Senate;
the vice-presidency shall be held by the person who at the time presides over
the Chamber of Deputies, and the secretariat by the persons who at the time
are the secretaries of the two chambers.

Paragraph I. In the event of the temporary or permanent default of the
president of the Senate, and in the latter case until a new president of that
chamber is elected, the National Assembly or joint session shall be presided
over by the president of the Chamber of Deputies.

Paragraph II. In the event of the temporary or permanent default of the
president of the Senate and of the president of the Chamber of Deputies, an as-
sembly or joint session shall be presided over by the vice-president of the
Senate or in his default, by the vice-president of the Chamber of Deputies.

Article 37. It is the duty of the National Assembly to examine the cer-
tificate of election of the President and Vice-President of the Republic, to pro-
claim them elected, and when called upon, to administer their oaths of office,
to accept or reject their resignation, and to exercise the powers conferred by
this Constitution.


TITLE VII

The Congress

Article 38. The following are powers of Congress:

1) To levy taxes or general contributions and to determine the legal
method of their collection and expenditure.










2) To approve or reject, on the basis of the report of the Accounting Com-
mission, the statement of collections and expenditures of revenues that
the executive branch must submit to it.

3) To take cognizance of observations that the executive branch may make
concerning the laws.

4) To determine suitable measures for the conservation and increase of
national property, and for the alienation of property in the private do-
main of the nation, except as provided in Article 55 (9) and 95 of this
Constitution.

5) To determine all matters relating to the preservation of ancient monu-
ments and to the acquisition of all kinds of prehistoric and historic ob-
jects that constitute the national archeology.

6) To create or abolish provinces, municipalities, or other political divi-
sions of the territory, and to determine all matters relating to their
boundaries and organization.

7) To declare a state of siege, in the event of disturbance of the public
peace or public disaster, and to suspend, wherever the foregoing exist,
and for their duration, the human rights proclaimed in Article 8, para-
graphs 2(b), (c), (d), and (e), 7, 8, 9, and 12.

8) In the event that national sovereignty is exposed to serious and immi-
nent danger, Congress may declare a state of national emergency, sus-
pending human rights, with the exception of the inviolability of life as
affirmed in Article 8(1) of this Constitution. If Congress is not in ses-
sion, the President of the Republic may take the same measure, and
shall convoke Congress to inform it of the state of emergency and the
measures he has taken.

9) To adopt all measures pertaining to immigration.

10) To increase or reduce the number of courts of appeal, and to create or
abolish regular or special courts.

11) To create or abolish courts for hearing and deciding contentious-admin-
istrative matters and to provide for their organization and jurisdiction.

12) To approve or reject extraordinary public expenditures for which the
executive branch asks an appropriation.

13) To grant loans on the credit of the Republic through the executive power.

14) To approve or reject international treaties and conventions concluded by
the executive power.

15) To legislate on all matters concerning the public debt.

16) To declare by law the necessity of amending the Constitution.

17) To grant authorization to the President of the Republic to leave the
country, if the absence is to be for more than thirty days.

11











18) To interpellate the secretaries of state on matters within their com-
petence, on authorization of the executive power.

19) To examine annually all acts of the executive power, and to approve
them if they conform to the Constitution and the laws.

20) To approve or reject contracts submitted by the President of the Re-
public in conformity with Articles 55 (9) and 95.

21) To decree the transfer of the legislative chambers from the capital of
the Republic, if justified by reasons of force majeure, or by a call by
the President of the Republic.

22) To legislate on all matters that are not within the competence of an-
other branch of the state or contrary to the Constitution.


TITLE VIII

Enactment of the Laws

Article 39. The following have the right of initiative in the enactment of
laws.

a) Senators and deputies;
b) The President of the Republic; and
c) The Supreme Court of Justice in judicial matters.

Article 40. Every bill introduced in one of the chambers shall be sub-
mitted to two separate discussions, with an interval of at least one day between
them; if a bill has previously been declared urgent, it may be discussed in two
consecutive sessions.

Article 41. If a bill has been approved by either chamber, it shall be
sent to the other for discussion in due course, observing the same procedure.
If the latter chamber makes amendments, it shall return the bill, with objec-
tions, to the chamber in which it was introduced, and if these amendments are
accepted, it shall send the bill to the executive power; but if they are rejected,
the bill shall be sent back to the other chamber with objections, and if this
body approves them, it shall in turn send the bill to the executive power; if the
objections are rejected, the bill shall be considered rejected.

Article 42. Every bill approved by both chambers shall be forwarded to
the executive power. If the President has no objections, he shall promulgate it
within eight days after receipt and cause it to be published within fifteen days
after promulgation; if he has objections, he shall return it to the chamber from
which it came within eight days from the date on which it was sent to him, un-
less the matter has been declared urgent, in which case he shall return it
within three days. The chamber that has received his objections shall place
them on the agenda of its next session and again discuss the bill. If, after this
discussion, two thirds of the total membership of this chamber again approve
it, it shall be forwarded to the other chamber, and if this chamber approves it
by a like majority, it shall definitively be considered a law.



12










Paragraph I. The President of the Republic shall be required to promul-
gate and publish the law within the periods indicated.

Paragraph II. Bills that remain pending in either of the two chambers at
the close of a legislative session must follow constitutional procedure until con-
verted into law or definitively rejected in the following legislative session. If
this is not done, the bill shall be considered as not introduced.

Paragraph III. Every bill received in one chamber, after being approved
in the other, shall be placed on the agenda.

Article 43. Whenever a bill is sent to the President of the Republic for
promulgation and the time remaining before termination of the legislative ses-
sion is less than that specified in the preceding article for objection, the legis-
lature shall remain in session to take cognizance of the objections until the ex-
piration of the period and procedure established in Article 42.

Article 44. After their publication laws are binding on all the inhabitants
of the Republic, if the legal time for them to become known has elapsed.

Article 45. Any law, decree, regulation, or act contrary to this Consti-
tution shall be null and void ipso jure.

Article 46. Bills rejected in one chamber cannot be introduced in the
other, or reintroduced in either chamber, until the following legislative term.

Article 47. Laws have no retroactive effect, except when they are favor-
able to whoever are subject to them or serving a sentence.

Article 48. All laws shall begin thus: "The National Congress, in the
name of the Republic. "


TITLE IX

Section I

The Executive Branch

Article 49. The executive power is exercised by the President of the
Republic, who shall be elected every four years by direct vote and may not be
reelected for the following term.

Article 50. To be President of the Republic a person is required:

1) To be Dominican by birth or origin;

2) To have attained thirty years of age; and

3) To be in full enjoyment of civil and political rights.

Article 51. There shall be a Vice-President of the Republic, who shall
be elected in the same manner and for the same term as the President and
jointly with him. To be Vice-President the same qualifications are required as
to be President.

13










Article 52. The President and Vice-President of the Republic elected in
the general elections shall take their oath of office on the February 27 following
their election, the date on which the term of those leaving office shall end.
Whenever the President-elect of the Republic cannot do so because of being out-
side the country or of illness or for any other reason of force majeure, the
Vice-President-elect shall perform the functions of President temporarily, and
in default of the Vice-President the person elected by the Senate, at its first
meeting, which must take place on February 27, to be the president of the
Supreme Court of Justice, shall do so.

Article 53. If the President-elect of the Republic shall definitively default
without taking the oath of office, the Vice-President elect shall replace him.

Article 54. The President and Vice-President of the Republic, before
taking office, shall take the following oath before the National Assembly or be-
fore any public official or employee:

I swear by God, by my country, and by my honor, to comply
with and enforce the Constitution and the laws of the Republic, to
uphold and defend its independence, to respect its rights, and to
faithfully fulfill the duties of my office.

Article 55. The President of the Republic is the head of the public admin-
istration and the supreme commander of all the armed forces of the Republic.

The powers and the duties of the President are:

1) To appoint the secretaries and subsecretaries of state and other public
officials and employees whose appointment is not vested in any other
power or autonomous agency, to accept their resignations, and to re-
move them.

2) To promulgate and order publication of the laws and regulations and see
to their faithful execution. To issue regulations, decrees, and instruc-
tions whenever necessary.

3) To see to the proper collection and faithful expenditure of the national
revenues.

4) To appoint, with the approval of the Senate, the members of the diplo-
matic corps, to accept their resignations, and to remove them.

5) To receive foreign heads of state and their representatives.

6) To preside over all official acts of the nation, to direct diplomatic nego-
tiations, and to make treaties with foreign nations, which must be sub-
mitted to the approval of Congress, without which they shall have no
validity and shall not bind the Republic.

7) In the event of a disturbance of the public peace or of a public disaster,
if Congress is not in session, to declare a state of siege wherever the
foregoing exist, and suspend the human rights which pursuant to Arti-
cle 38 (7) of this Constitution Congress is permitted to suspend; in the
event of serious or imminent danger to declare a state of national emer-
gency, with the effects and requirements indicated in item 8 of that
4 article.
14










8) To fill temporarily vacancies that occur among judges of the Supreme
Court of Justice, the courts of appeal, the land courts, the courts of
first instance, and among the judges of instruction, justices of the
peace, and those of any other courts created by law, as well as among
members of the Accounting Commission, when the Congress is in re-
cess, with the obligation of informing the Senate of such appointments
at the next legislative session so that it may make permanent appoint-
ments.

9) To make contracts, submitting them to the approval of the National Con-
gress whenever they contain provisions relating to the disposal of the
national revenues, to the alienation of real property valued at more than
ten thousand pesos gold, or to borrowing money, or when they stipulate
exemptions from taxes in general, in accordance with Article 95; and
without such approval in other cases.

10) To fill vacancies that occur among municipal councilmen, municipal
mayors, and mayor of the national district, if the number of elected al-
ternates has been exhausted, where there were any, and the municipali-
ties are not in a position to fill those vacancies.

11) To issue or refuse navigation licenses.

12) To regulate all matters relating to the customs service.

13) To provide for, at all times, whatever concerns the armed forces of the
Republic, to order them when necessary, with the assistance of the ap-
propriate military agencies, to fix the number of these forces and dis-
pose of them for purposes of the public service.

14) To take the measures necessary to provide for the legitimate defense of
the nation in case of actual or imminent armed attack by a foreign nation,
informing Congress of the measures adopted.

15) In the event of the circumstances mentioned in the foregoing item, to
cause the arrest or expel aliens whose activities, in his judgment, are
or could be harmful to the national interest.

16) To approve or reject the appointments and the removal of the members
of the councils of war, which are made according to law by the secre-
tary of state of the Armed Forces.

17) To take all measures relating to maritime, river, and military zones.

18) To regulate all matters relating to the opening of ports and the sea-
coasts.

19) To prohibit, when he deems it advisable, the entry of aliens into the
national territory and to expel them when he deems this advisable in the
public interest.

20) To change the place of his official residence whenever he deems it
necessary.




15











21) To submit to the National Congress, at the opening of the regular legis-
lative session on February 27 of each year, a message accompanied by
the reports of the secretaries of state, giving an account of his admin-
istration for the previous year.

22) To submit to Congress during the second regular legislative session the
draft budget of revenues and law of public expenditures for the following
year.

23) To grant or refuse authorization to Dominican citizens to hold foreign
public offices and accept and use decorations and titles granted by for-
eign governments.

24) To reject by a decree, with reasons, the excise taxes (arbitrios) estab-
lished by the municipal governments.

25) To grant or refuse authorization to municipal governments to alienate
real property, and to approve or reject contracts made by them when
guaranteed by municipal real property or revenues.

26) To grant full or partial pardons, pure and simple or conditional, on
February 27, August 16, and December 23 each year. In special cases
he may exercise this right on dates other than those indicated in this
section.

Article 56. The President of the Republic may not leave the country for
more than thirty days without the authorization of Congress.

Article 57. The President and the Vice-President of the Republic may not
resign except before the National Assembly.

Article 58. In the event of a temporary absence of the President of the
Republic, after taking the oath of office, the executive power shall be exercised
by the Vice-President during the absence, and in default of the latter, by the
president of the Supreme Court of Justice.

Article 59. In the event of a permanent absence of the President of the
Republic, after taking the oath of office, the presidency shall be held by the Vice-
President of the Republic for the time remaining until the end of the term.

Article 60. In the event that the Vice-President of the Republic, after as-
suming the presidency of the Republic by virtue of the provisions of the preceding
article, shall be definitively in default, the executive power shall be assumed
temporarily by the president of the Supreme Court of Justice who, within 30 days
after assuming office, shall convoke the National Assembly to meet within the 15
days following to elect a permanent replacement at a meeting which may not ad-
journ or declare a recess until it has accomplished the election. In the event
that such a call is not made within the 30 days indicated, the National Assembly
shall meet in its own right to conduct the election in the manner prescribed above.








16










Section II


The Secretaries of State

Article 61. To conduct the business of the public administration there are
the secretaries of state created by law. The law may also create such subsecre-
taries of state as are deemed necessary and who shall act subordinate to and
under the direction of the corresponding secretary of state. To be a secretary
or a subsecretary of state it is required that a person be a Dominican in the full
enjoyment of his civil and political rights and have attained 25 years of age.

Paragraph. Naturalized persons cannot be secretaries of state or subsec-
retaries of state until five years after acquiring nationality.

Article 62. The law shall determine the powers of the secretaries of state.


TITLE X

Section I

The Judicial Branch

Article 63. The judicial power is exercised by the Supreme Court of Jus-
tice and by all other courts of a judicial nature created by this Constitution and
the laws.

Paragraph. Judicial officials may not hold any other public office or em-
ployment, except as provided in Article 104.


Section II

The Supreme Court of Justice

Article 64. The Supreme Court of Justice shall consist of at least seven
justices; but it may sit, deliberate, and render judgments validly with a quorum
determined by the law that regulates its organization.

Paragraph I. In electing the justices of the Supreme Court of Justice, the
Senate shall determine which of them is to occupy the presidency and shall desig-
nate a first and second substitute to replace the president in the event of his ab-
sence or disability.

Paragraph II. In the event of the termination of service of a justice who
has been designated for one of the above-mentioned positions, the Senate shall
choose a replacement or will assign the rank to another justice.

Article 65. To be a justice of the Supreme Court a person is required:

1) To be Dominican by birth or origin and to have attained more than thirty
years of age.

2) To be in full enjoyment of civil and political rights.


17











3) To be a member of the bar or a doctor of laws.


4) To have practiced the legal profession for eight years; or for the same
period, to have held a position as judge of a court of appeal, judge of
first instance, or judge of a land court, or as representative of the pub-
lic ministry before such courts. The periods of law practice and of
holding judicial offices may be added together.

Article 66. The public ministry shall be represented before the Supreme
Court by the Attorney General (Procurador General) of the Republic, personally
or through such substitutes as may be created by law, and he shall have the same
rank as the president of the Court, with the powers conferred on him by law.

To be Attorney General of the Republic a person must be Dominican and
must have the same qualifications as are required to be a justice of the Supreme
Court of Justice.

Article 67. The Supreme Court of Justice, without prejudice to other
powers conferred on it by law, has exclusive power:

1) To take cognizance in sole instance of actions against the President and
Vice-President of the Republic, senators, deputies, secretaries of
state, subsecretaries, justices of the Supreme Court of Justice, the
Attorney General of the Republic, judges and attorneys general of the
courts of appeal, state attorney before the land courts, judges of the
superior land court, and members of the diplomatic corps.

2) To hear appeals ot cassation in conformity with law.

3) To hear in last instance cases in which the jurisdiction in first instance
pertains to the courts of appeal.

4) To exercise the highest disciplinary authority over all members of the
judicial branch, even to the extent of imposing suspension or dismissal,
in the manner prescribed by law.

5) To transfer provisionally or permanently from one jurisdiction to
another, whenever it deems it advisable, judges of first instance, judges
of instruction, judges of original jurisdiction of the land courts, and
justices of the peace.


Section III

Courts of Appeal

Article 68. There shall be at least three courts of appeal throughout the
Republic; the number of judges to compose the courts, as well as the judicial
districts corresponding to each court, shall be determined by law.

Article 69. To be a judge of a court of appeal a person is required:

1) To be Dominican;

2) To be in full enjoyment of civil and political rights;

18










3) To be a member of the bar or a doctor of laws.

4) To have practiced the legal profession for four years; or for the same
period, to have held a position as judge of first instance or representa-
tive of the public ministry before courts of first instance. The periods
of law practice and of holding judicial office may be added together.

Article 70. In each court of appeal the public ministry is represented by
an attorney general, or by such substitutes as the law may create, all of whom
must meet the same requirements as judges of these courts.

Article 71. The courts of appeal have the following powers:

1) To hear appeals from decisions handed down by courts of first instance.

2) To hear in first instance cases instituted against judges of first instance,
judges of original jurisdiction of the land courts, judges of instruction,
fiscal attorneys, and governors of provinces.

3) To hear any other matters determined by law.


Section IV

Land Courts

Article 72. The powers of the land courts shall be determined by law.

Paragraph. To be a president or judge of the Superior Land Court, the
same qualifications are required as to be judge of a court of appeal, and to be
a judge of original jurisdiction, the same qualifications as to be a judge of first
instance.


Section V

Courts of First Instance

Article 73. In each judicial district there shall be a court of first in-
stance, with such powers as may be conferred on it by law,

Paragraph: The law shall determine the number of judicial districts, the
number of judges to compose the courts of first instance, and the number of sec-
tions (camaras) into which they may be divided.

Article 74. To be a judge of first instance a person must be Dominican,
be in full enjoyment of civil and political rights, and be a member of the bar or
doctor of laws.

Article 75. To be a public attorney or judge of instruction the same qual-
ifications are required as to be a judge of first instance.






19











Section VI


Justices of the Peace

Article 76. In the National District and in each municipality there shall
be such justices of the peace as are necessary, according to law.

Article 77. To be a justice of the peace or alternate, a person must be
Dominican and in full enjoyment of his civil and political rights. They shall
have such powers as are determined by law and shall be subject to the qualifica-
tions contained therein.


TITLE XI

Accounting Commission

Article 78. There shall be a permanent Accounting Commission, com-
posed of at least five members, elected by the Senate from lists of three candi-
dates submitted by the executive power.

Article 79. Its powers shall be, in addition to those conferred by law:

1) To examine the general and special accounts of the Republic.

2) To submit to Congress in the first regular session a report on the ac-
counts of the previous year.

Article 80. The members of the Accounting Commission shall hold office
for four years.

Article 81. To be a member of the Accounting Commission a person must
be a Dominican in full enjoyment of his civil and political rights and have attained
twenty-five years of age.


TITLE XII

National District and Municipalities

Article 82. The government of the National District and that of the munic-
ipalities shall each be entrusted to a municipal council, whose members (regido-
res) and alternates, the number of which shall be determined by law in propor-
tion to the population and in no case less than five shall, like the mayor of the
National District and the municipal mayors and their alternates, be elected by
the people of the National District and the municipalities, respectively, every
two years in the form established by the Constitution and the laws, from among
candidates who may be proposed by the political parties or by regional, provin-
cial, or municipal political groups.

Article 83. The municipal councils, as well as the mayors, are independ-
ent in the exercise of their powers, except for those restrictions and limitations
established in the Constitution and the laws, which shall determine their functions,
powers, and duties. The municipal councils may impose local taxes (arbitrios)
with the approval required by law.

20










Article 84. The law shall determine the qualifications necessary for hold-
ing the offices indicated in Articles 82 and 83. Alien adults may hold these of-
fices, under the conditions prescribed by law, provided they have resided more
than five years in the corresponding jurisdiction.


TITLE XII

Administration of the Provinces

Article 85. There shall be in each province a civil governor appointed by
the executive power.

Paragraph. To be a governor a person must be Dominican, have attained
twenty-five years of age, and be in full enjoyment of civil and political rights.

Article 86. The organization and administration of the provinces, as well
as the powers and duties of the civil governors, shall be determined by law.


TITLE XIV

Electoral Assemblies

Article 87. Voting is a civic duty for all citizens, with the following ex-
ceptions:

1) Those who have lost their rights of citizenship, in accordance with
Article 15 of this Constitution.

2) Members of the armed forces and the police.

Article 88. The Electoral Assemblies shall meet in their own right three
months before the expiration of the constitutional term and shall proceed to exer-
cise the functions prescribed by the Constitution and by law. In cases of ex-
traordinary convocation they shall meet not more than ninety days after the date
of the law of convocation.

Article 89. The Electoral Assemblies shall elect the President and Vice-
President of the Republic, the senators and deputies and their alternates, the
members of the municipal councils, the mayor of the National District and the
other mayors and their alternates, and any other official specified by law.

Article 90. Elections shall be held by direct, secret, and popular vote and
with representation of minorities when more than one candidate is to be elected,
in accordance with rules fixed by law.

Article 91. The elections shall be conducted by a Central Electoral Board
and boards subordinate to it, which shall have the power to judge and regulate ac -
cording to law.

Paragraph. The Central Electoral Board shall assume control of and com-
mand the public forces in localities where voting takes place.











TITLE XV


The Armed Forces

Article 92. The armed forces as a specialized and technical institution
are essentially obedient and nonpolitical, and in no case have the right to delib-
erate. The purpose of their creation is to defend the independence and the in-
tegrity of the Republic, to maintain public order, the Constitution, and the laws.

Article 93. The armed forces are governed by their organic law and their
members cannot be separated from their posts nor deprived of their ranks with-
out justifiable cause. They shall enjoy, likewise, the right of retirementwith
its corresponding pension and any other compensation granted by the aforemen-
tioned law.

This law shall establish a Military Administration Board to be presided
over by the Secretary of State for the Armed Forces.


TITLE XVI

General Provisions

Article 94. All usurped authority is without effect and its acts are void.
Any decision reached through the intervention of the armed forces is null and
void.

Article 95. No exemption shall be recognized and no exoneration, reduc-
tion, or limitation of taxes, charges, or fiscal or municipal fees for the benefit
of private persons shall be granted, except by virtue of law. Nevertheless,
private persons may acquire, through concessions authorized by law or contracts
approved by the national Congress, the irrevocable right to benefit, for the full
time stipulated in the concession contract, and by fulfilling the obligations that
the law or contract imposes on them, from exemptions, exonerations, reductions,
or limitations of taxes, charges, or fiscal or municipal fees pertaining to speci-
fied works or undertakings for the public benefit, or to specified works or enter-
prises which have attracted the investment of new capital for the development of
the national economy or for any other purpose of social interest.

Article 96. No expenditure of public funds shall be valid unless it is
authorized by law and ordered by a competent official.

Article 97. Annually in the month of April the general accounts of the rev-
enues and expenditures of the Republic for the preceding year shall be published.

Article 98. The national unit of currency is the gold peso.

Paragraph I. Only banknotes issued by a sole, autonomous issuing entity,
whose capital is the property of the state, shall be legal tender and have lawful
circulation, provided they are fully backed by gold reserves and by other real and
effective securities, in the proportions and under the conditions specified by law
and with the unlimited guarantee of the state. Nevertheless, the law may main-
tain in effect the provisions which now govern the circulation of foreign banknotes
and it may restrict, suspend, or reestablish these provisions.










Paragraph II. Metallic coins shall be issued in the name of the state by
the same issuing entity and they shall be placed in circulation solely to replace
an equivalent amount in banknotes. The legal tender force of metallic coins now
in use and those issued in the future shall be determined by law.

Paragraph III. The regulation of the currency and banking system of the
nation is entrusted to the issuing entity, the superior organ of which shall be a
Monetary Board, composed of members who shall be appointed and removed only
according to law and they shall be responsible for the faithful fulfilment of their
duties in accordance with the rules established in that law.

Paragraph IV. The issuance or circulation of paper money, or of any
other currency device not authorized by this Constitution is prohibited, whether
by the state or by any other public or private entity.

Article 99. Any modification in the system of the currency or in the bank-
ing system shall require the approval of two thirds of the full membership of both
chambers, unless it has been initiated by the executive power at the proposal of
the Monetary Board or by its favorable vote.

Article 100. Mining deposits belong to the state and only may be exploited
by private persons by virtue of a concession or a contract granted in accordance
with conditions established by law. The state may transfer or assign the owner-
ship of specific deposits.

Article 101. February 27, the anniversary of Independence, and August 16,
anniversary of the Restoration, are national holidays.

Article 102. The national flag consists of the colors ultramarine blue and
vermillion red in alternate quarters, placed in such a way that the blue is toward
the upper part of the staff, separated by a white cross half as wide as the height
of one quarter, and bearing in the center the coat of arms of the Republic. The
merchant flag is the same as the national flag without the coat of arms.

Article 103. The coat of arms of the Republic shall have the same colors
as the national flag, placed in the same manner; in the center it shall bear the
book of the Gospels, open, with a cross above it, both issuing out of a trophy con-
sisting of two lances and four national flags without coat of arms, two on either
side; it shall bear a laurel branch on the left side and a palm branch on the right;
it shall be crowned with an ultramarine blue ribbon bearing the legend: "Dios,
Patria, Libertad", and at the base another ribbon, vermillion red in color, with
these words: "Repiblica Dominicana". The national coat of arms shall be oblong
in shape, with the upper angles salient and the lower angles rounded, the center
of the base of which terminates in a point, and so placed that if a horizontal line
is drawn uniting the two verticals of the oblongs from where the lower angles be-
gin, a perfect square results.

Paragraph. The law shall regulate the use and dimensions of the national
flag and coat of arms.

Article 104. Any person appointed to hold public office must take an oath
to respect the Constitution and the laws, and to perform his duties faithfully.
This oath may be taken before any public official or employee.




23











Article 105. No public office or position shall be incompatible with hon-
orary or teaching positions.

Article 106. The term of office of all elected officials, regardless of the
date of their election, shall terminate uniformly on February 27 every four years,
the date on which the constitutional term begins. However, the members of mun-
icipal councils and their alternates, the mayor of the National District and the
municipal mayors and their alternates, shall be elected for terms of two years.

Paragraph. Whenever any elected official ceases to hold office due to
death, resignation, removal, disqualification, or other cause, the person who
replaces him shall remain in office until the completion of the term.

Article 107. The organization of political parties and associations is un-
restricted, according to law, provided that their tenets conform to the principles
set forth in Article 2 of this Constitution.

Article 108. Without prejudice to the provisions of Article 24 (4) of this
Constitution, the President of the Republic, elect or in office, may not be de-
prived of his freedom before or during his term of office.

Article 109. The law of public expenditures shall be divided into chapters
corresponding to the different branches of the administration and funds may not
be transferred from one chapter to another, nor from one budget item to another,
except by virtue of a law. This law, if it is not initiated by the executive power,
must have the vote of two thirds of the full membership of each chamber.

Paragraph I. No law that orders or authorizes payment or that creates a
pecuniary obligation on the part of the state shall have effect or validity unless
the law itself creates special funds for its execution or provides for payment to
be made from estimated receipts for the year and there remains available at the
time the law is published a sufficient proportion of these receipts to do so.

Paragraph II. Congress cannot legally vote any expenditure unless it is
included in the bill on public expenditures submitted by the executive power under
Article 55 of this Constitution, or unless it is requested by the executive power
after submitting that bill, except in the event that the law ordering such expendi-
ture is approved by two thirds of the full membership of each chamber; and in all
this the general rule set forth in the first paragraph of this article shall still gov-
e rn.

Paragraph III. Congress may not alter the items included in bills for ex-
penditures of funds or in the law of public expenditures submitted by the execu-
tive power except by a vote of two thirds of the full membership of each chamber;
and in accordance with the provisions contained in the first paragraph of this
article.

Paragraph IV. When for any reason Congress closes its term without hav-
ing voted the budget of revenues and the law of public expenditures, the law of
public expenditures of the preceding year shall continue in effect.

Paragraph V. When Congress is adjourned, the executive power may issue
a decree-law providing for transfers or readjustments of amounts in the law of
public expenditures that are required by urgent needs of the administrative










service, as well as the creation or elimination of administrative posts or public
services that are subject to that law, with the obligation of submitting these
changes to Congress at the next legislative session, for its approval. He may
also, in the case provided for in this paragraph and in the same manner, ex-
pend funds necessary to meet expenses of the public administration, reporting
thereon to Congress when it meets.

Paragraph VI. The state guarantees, without any limitation, all pecuni-
ary obligations legally contracted by the public administration or by its autono-
mous agencies. Consequently, the shares, cedulas, bonds, and other securi-
ties issued or contracted by state banks shall at all times enjoy the state's
unlimited guarantee and they may not be cancelled without previous payment of
their full amount.

Article 110. Justice is administered without charge throughout the terri-
tory of the Republic.

Article 111. The development and embellishment of the cities of the
country is declared to be a task of high national interest. Consequently, the
state shall appropriate cash funds and provide for works that are necessary
and useful to the community.


TITLE XVII

Constitutional Amendments

Article 112. This Constitution may be amended if the proposal of amend-
ment is presented in the national Congress with the support of one third of the
members of either chamber, or if it is submitted by the executive power.

Article 113. The need for amendment shall be declared through a law,
which may be passed only by a vote of two thirds of the members of each cham-
ber. This law, which may not be vetoed by the executive power, shall order a
meeting of the National Assembly, shall specify the purpose of the amendment,
and shall indicate the articles of the Constitution that it will affect.

Article 114. To act on the proposed amendment, the National Assembly
shall meet within fifteen days following publication of the law declaring the need
for amendments, with the presence of more than half of the members of each of
the two chambers. In this case, as an exception to the provisions of Article 28,
decisions shall be taken by a two-thirds vote. Once the National Assembly has
voted and proclaimed the amendments, the Constitution shall be published in its
entirety, incorporating the amended texts.

Article 115. No amendment may be made of the form of government,
which shall always be civil, republican, democratic, and representative.

Article 116. The Constitution may be amended only in the manner indi-
cated therein, and it may never be suspended or annulled by any power or author-
ity or by popular acclamation.











Transitory Provisions

Article 117. Once the present constitutional amendments are proclaimed,
the powers that this Constitution confers on the legislative branch, and hence on
the Senate, on the Chamber of Deputies, on both chambers, and on the National
Assembly, as well as those conferred on the executive branch shall be exercised
by a Council of State which shall hold office until February 27, 1963.

Article 118. The Council of State shall be composed of the President of
the Republic and six other members, among whom a first and a second vice-
president of the Council shall be appointed.

The first and second vice presidents and the other members of the Council
shall be appointed by the President of the Republic. The President of the Repub-
lic shall preside over the Council of State.

In case of resignation, death, or incapacity of the President of the Repub-
lic, he shall be replaced ipso jure by the first vice-president of the Council of
State, the second vice-president shall become the first vice-president of the Coun-
cil, and the Council shall choose a new second vice-president.

Other replacements by the President of the Republic shall be made in the
same manner as for other members of the Council of State.

Article 119. The President of the Republic shall have the following exclu-
sive powers:

a) He shall promulgate and order publication of the laws, resolutions, reg-
ulations, decrees, and instructions issued by the Council of State, with-
out the power to veto them;

b) As Supreme Chief of the Armed Forces of the Republic, he shall have
the powers conferred on him by items 13, 14, 16, and 17 of Article 55
of the Constitution. He shall also appoint the Secretary and Subsecre-
tary of State of the armed forces.

Article 120. The Council of State shall meet legally with the presence of
at least five members, and its decisions shall be taken by a majority of four
votes.

In case of resignation, death, or incapacity, members of the Council of
State shall be replaced by agreement reached by the same majority.

However, if the number of vacancies does not permit a legal meeting, with
the presence of the members required herein, the President of the Republic shall
make new appointments.

Article 121. No member of the Council of State may absent himself from
the country without the authorization of the Council.

Article 122. The Council of State has the power to replace present mem-
bers of the judiciary, with the exception of justices of the Supreme Court of Jus-
tice and judges of the courts of appeal, and it may also replace present governors,
mayors, and members of municipal councils, and their alternates, as well as
members of the Accounting Commission.











Article 123. The Council of State may change the present number of prov-
inces or their areas or that of the National District.

Article 124. The Council of State, after making the pertinent changes in
the electoral process, shall call for the election of representatives to a Consti-
tutional Amendment Assembly and a general election for the elective offices
established by this Constitution. These elections shall take place not later than
December 20, 1962.

The officials elected shall take office on February 27, 1963, the date on
which the functions of the Council of State shall cease.

Candidates for deputy to the national Congress who are elected shall also
serve as members of the Constitutional Amendment Assembly. In the event
that the Constitution has not been proclaimed before February 27, 1963, the
Chamber of Deputies shall be composed of the alternates of the aforementioned
deputies elected jointly with their principals. The alternates shall hold office
until their principals finish their mission in the Constitutional Assembly, upon
which the principals shall take their seats.

Article 125. The Constitutional Amendment Assembly shall meet in the
city of Santo Domingo, in the Hall of Sessions of the Chamber of Deputies at ten
o'clock in the morning of the third day following the date on which the Central
Electoral Board issues its general report on the deputies to Congress. The
Constitutional Assembly may not legally meet without the presence of one more
than half of its members.

The terms of mayors and municipal councilmen holding office at present
shall end on February 27, 1963.

Article 126. The incompatibility referred to in Article 19 of this Consti-
tution shall not be applicable to deputies, with respect to their functions as mem-
bers of the Constitutional Assembly.

Done and proclaimed in Santo Domingo, National District, capital of the
Dominican Republic, this sixteenth day of September in the year nineteen hun-
dred sixty-two, the 119th year of Independence, and the 100th year of the Resto-
ration.





















NATIONALITY AND IMMIGRATION


A. Nationality

1. Laws and Regulations Concerning Nationality

In accordance with the provisions of Article 12 of the Constitution, the follow-
ing are Dominicans:

a) All persons who are Dominican citizens by virtue of previous
constitutions and laws;

b) All persons born in Dominican territory, with the exception of children
of foreign diplomats residing in the Republic, or of foreigners in transit
therein;

c) All persons born abroad of a Dominican father or mother, providing that
under the laws of the country of birth they have not acquired other nation-
ality, or if they did so acquire it, they indicate their intention to retain
Dominican nationality before a public official of the executive department,
after attaining political majority and within one year after reaching civil
majority, as determined by law;

d) Persons naturalized according to law.

According to Article 12 of the Civil Code, as amended by Law 3354 of Au-
gust 3, 1952, a foreign woman who marries a Dominican takes the nationality of
her husband, unless the law of her country permits her to retain her own national-
ity, in which case she may declare in the marriage act that she declines Dominican
nationality.

A Dominican woman who marries a foreigner and who desires to acquire the
same nationality as her husband must expressly declare the desire in the marriage
contract, providing the laws of his country so permit. If she wishes to acquire the
same nationality as her husband subsequent to her marriage, she must do so through
naturalization.

According to Articles 22 to 25, inclusive, of Law 1863 of April 16, 1948, on
naturalization, a woman who is Dominican by birth or origin who married a for-
eigner and who acquired the nationality of her husband by express desire in the
marriage act or by naturalization or who has acquired such nationality as a con-
sequence of marriage in accordance with legislation antedating Law 485 of January
15, 1944, which amended Article 19 of the Civil Code, may, during her marriage










or in the event of its dissolution, reacquire Dominican nationality, provided she
makes a declaration of this intent before the Department of the Interior and Police
and also establishes residence in the country if she has not done so previously.

If the declaration is made when there has been no dissolution of the marriage
it shall be referred to the executive branch, which in such cases may decide that
the declaration is without effect and the woman retains the nationality of her hus-
band. Notice of the declaration is published in the Gaceta Oficial. It is also re-
corded in the registers provided for in Article 10 of the Naturalization Law.

The nationality of a Dominican woman married to a foreigner depends upon
whether the marriage took place before or after enactment of the law of January 15,
1944. If the marriage took place prior to the enactment of that law, a wife acquires
the nationality of her husband, if the law of his country so permitted; but, as previ-
ously stated, if the marriage occurred after January 15, 1944, a Dominican woman
retains her nationality unless she expressly states in the marriage contract that she
desires to acquire the nationality of her husband and the law of his country permits,
or may acquire the nationality of her husband subsequent to the marriage through
naturalization.

Some women married prior to promulgation of the law of January 15, 1944,
have retained Dominican nationality after marriage, in cases where the laws of the
husband's country do not permit her to acquire his nationality. This is true of
Dominican women married to citizens of the United States after September 22, 1922,
the date after which the laws do not permit acquisition of nationality by marriage to
a citizen.

Option of nationality. Article 26 of the Naturalization Law provides that per-
sons born abroad who, in accordance with the Constitution, opt for Dominican na-
tionality must submit their declarations to the executive branch, through the Depart-
ment of the Interior and Police if they are in the country, or through the Dominican
consulate nearest to their residence if they are abroad, within the period fixed by
the Constitution. After examination of the statement, the Secretary of the Interior
shall order publication of a notice in the Gaceta Oficial and appropriate recording
in the registers required by Article 10.

Law 2665 of January 10, 1951, adds a paragraph to Article 26, authorizing
the President to grant provisional Dominican nationality to children under 18 born
abroad of a Dominican father or mother where such children had acquired foreign
nationality under the laws of their country of origin. When such children become
18 years of age they may opt for definitive Dominican nationality. The only for-
malities required are publication in the Gaceta Oficial and registration with the
Departments of the Interior and of Foreign Affairs.

2. Legal Provisions Concerning Naturalization

Article 1 of Naturalization Law 1863 of April 16, 1948, as amended by Law
4063 of March 5, 1955, provides that Dominican nationality may be acquired through
naturalization by any foreign adult:

a) Who has obtained a fixed domicile in the Republic in accordance with Ar-
ticle 13 of the Civil Code, six months after concession of domicile was
granted;











b) Who can show uninterrupted residence in the Republic for at least two
years;

c) Who can show at least six months' uninterrupted residence in the country,
if he has established and maintains an urban or rural industry or if he is
the owner of real property located in the Republic;

d) Who has resided six months or more in the country without interruption,
if he has married a Dominican woman and is married to her at the time
of application for naturalization;

e) Who has obtained a concession of domicile from the executive branch in
accordance with Article 13 of the Civil Code, after completing at least
three months of such domicile and provided he shows that he has at least
30 hectares of land in cultivation.

Interruption of residence for trips abroad of not more than one year's dura-
tion, with intention to return, counts as residence in the country. Residence of not
over one year abroad is likewise counted as residence if the foreign residence was
taken up as a member of a mission or to perform a duty for the Government.

The executive branch has authority to grant Dominican nationality without any
residence requirement and without the payment of taxes or fees to any foreign
woman who retained her nationality at the time of her marriage to a Dominican, as
provided in Article 12, amended, of the Civil Code.

According to Article 2, to which Law 5322 of March 11, 1960, has added two
paragraphs, foreigners who are under contract to perform special or technical ser-
vices in the armed forces may obtain naturalization without the necessity of fulfill-
ing the requirements outlined above, and with exoneration from the fees mentioned
below, after six months' residence in the country.

The Secretary of the Interior may, in these cases, take the necessary action
with respect to the consequent application, even when the other formalities of Ar-
ticle 6 of this law, as amended by Law 4063 of March 6, 1955, have not been ful-
filled, and recommend to the executive branch that the naturalization be granted,
even with waiving of the residence requirement.

Once the naturalization is obtained and reported in the Gaceta Oficial, the
person becomes naturalized without having to comply with the other formalities re-
quired by law, provided that the decree granting the naturalization does not specify
otherwise.

Under the terms of Article 3 of the law, a woman married to a foreigner who
obtains Dominican naturalization may become naturalized without restrictions as
to length of residence in the country, provided she applies for naturalization jointly
with her husband and is in the country at the time of application.

Subsequent to her husband's naturalization, she may be naturalized without
other condition than that she resides in the country and has her husband's authori-
zation at the time of application; such authorization shall not be necessary if at the
time of application the woman shows that the laws of her country do not require the
husband's authorization in order to be naturalized.










In both cases, the corresponding fees must be paid.


Children of a naturalized person over eighteen years of age may obtain nat-
uralization after only one year of residence in the country, if they apply jointly with
the mother.

According to Article 4, legitimate unmarried children under eighteen years
of age and legitimate or recognized natural children acquire full rights to Do-
minican nationality through the naturalization of the father; but they have the right,
upon attaining majority and for one year thereafter, to renounce such naturaliza-
tion by declaring before a public official that they wish to have their original nation-
ality. The declaration is transmitted to the executive branch, notice published in
the Gaceta Oficial and record made in the appropriate registers.

Naturalization of the mother produces the same effect if there is no father,
or if the mother has custody of her children.

Article 5 provides that an age of twenty-one years shall not be necessary in
applying for naturalization if the party is married or if authorized by the parents
or legal representative, when over eighteen.

Conditional naturalization of immigrants. Chapter III (Articles 13 to 17) of
the Naturalization Law provides as follows:

Foreigners over twenty-one years of age who come to the Dominican Republic
to engage in agriculture or some other productive activity in the state agricultural
settlements coloniess) under special agreements which regulate and guarantee
their performance, and who are established as settlers (colonos) may be granted
the benefit of naturalization, subject to formalities, conditions and restrictions set
forth in the law.

In such cases, the application must be accompanied by a certificate issued
by the administrator of the settlement where the applicant is established, counter-
signed by the Department of Agriculture and showing that the applicant belongs to
the settlement and is of good conduct.

The terms of Articles 3, 4, 5, 6, as amended by Law 4063 of March 6, 1955;
7, 8, 9, as amended by Law 5972 of June 22, 1962, and 10, 11, and 12 of the law
apply to this form of naturalization for foreigners and their wives and children on
state agricultural settlements.

Article 6, as amended, mentions the documents required with an application
as being a certificate of nondelinquency issued by the government attorney (procu-
rador fiscal) of the appropriate judicial district, and a birth certificate. If the
original certificate is not written in Spanish an official translation is required.

Article 9, as amended, states that after the decree has been published in
the Gaceta Oficial, the Secretary of the Interior shall take a loyalty oath from the
applicant and give him a certified copy of the decree, when the applicant resides
in the National District. If he resides in a province, the civil governor officiates.
A photograph, with seal, of the naturalized person and members of his family nat-
uralized with him must be affixed to the certified copy.




31










Naturalization granted in accordance with this procedure is subject to the
condition that the naturalized citizen shows good conduct, supports and complies
with the Constitution and the laws of the Republic, abstains from any unlawful ac-
tivity or hostile acts against the Government or to friendly foreign governments,
and engages in the type of work for which he was admitted to the country. The nat-
uralization may, therefore, be revoked if the naturalized person commits or asso-
ciates in a crime or felony, if he disseminates propaganda or acts in a way that is
opposed or hostile to the Government or to any friendly foreign government, and if
he ceases to fulfill his obligations as a settler.

Revocation of naturalization is by decree. If within a period of five years
from the date of naturalization, the party has given no cause for its revocation, the
naturalization becomes permanent.

Privileged naturalization. Chapter IV of the Naturalization Law provides for
privileged naturalization. Under its terms the President may confer Dominican
nationality by decree on foreigners who in his opinion merit exemption from the
normal requirements for obtaining naturalization because they have rendered ser-
vices to the Republic.

Foreigners who obtain Dominican nationality in this way need meet no require-
ment nor comply with any formality for such decree to become effective. Upon pub-
lication of the decree, a record is entered in the registers required by Article 10 of
the law. This form of naturalization may not be conferred on more than five per-
sons in any one calendar year.

Decrees granting privileged nationality under the present or former laws on
this subject may be revoked by the President and their effects shall cease completely,
if the persons for whom they were issued commit acts of ingratitude or indignity
toward the Republic or its institutions. Such revocation is likewise recorded in the
appropriate registers.

Procedure for ordinary naturalization. The procedure for obtaining ordinary
naturalization is governed by Chapter II of the Naturalization Law, pertinent sec-
tions of which read as follows:

Art. 6. Naturalization shall be applied for to the executive branch through
the Secretary of the Interior and Police and all documents required by law must be
attached to the application.

Paragraph I. These documents are: (a) a certificate of good conduct is-
sued by the President of the Administrative Council, if the applicant resides in the
district of Santo Domingo, or by the civil governor if he resides in a province; (b)
a certificate of nondelinquency issued by the government attorney of the appropriate
judicial district; (c) a birth certificate, with an official translation if it is not writ-
ten in Spanish; (d) a certified copy of the personal identity cedula of the applicant.

Paragraph II. If the applicant is of a nationality which is not his original
nationality, he must include a brief explanation of this circumstance in the appli-
cation.

Art. 7. Even if all requirements and conditions of the law have been met,
the executive branch may refuse to grant naturalization if deemed expedient, but
this power does not extend to the reacquisition of nationality as provided for else-
where.

32










Art. 8. If naturalization is granted, the decree is published in the Gaceta
Official as soon as the necessary fee has been paid.

Paragraph. If six months elapse without payment of the fee, the decree
will not be published and will be regarded as unissued.

Art. 9. See section of this chapter, Conditional naturalization of immigrants.

Art. 10. The Departments of the Interior and Police and of Foreign Affairs
shall keep separate registers of all decrees issued in accordance with this law.

Art. 11. A record shall be made of the delivery of the certified copy and of
the corresponding oath, as provided in Article 9, and a certified copy thereof shall
be transmitted to the Secretaries of the Interior and Foreign Affairs for their files.

Paragraph. The record of the oath must be published in the Gaceta Oficial
upon payment of the required fee.

Art. 12. Persons who, in applying for naturalization, make use of false
documents, or those belonging to extraneous persons, shall be punished by im-
prisonment of from six months to two years, this same penalty being applicable
to those who issue false documents for the purpose of assisting another to obtain
naturalization.

Paragraph I. Naturalization obtained through false documents or those be-
longing to another will be revoked by the executive branch after final judgment has
been rendered.

Paragraph II. The executive branch has authority to revoke any naturaliza-
tion if the beneficiary transfers his domicile to a foreign country within one year
after it is obtained, and likewise if after obtaining naturalization the naturalized
citizen leaves the country and does not return within ten years.

If an applicant for naturalization resides in the interior of the country, the
application may be made through the provincial governor concerned, who will de-
termine whether all requirements have been met and forward it with a statement
of his opinion on the case.

Publication in the Gaceta Oficial of the resolutions granting naturalization
and record of the oath of loyalty to the Republic is required to complete the natu-
ralization. The publication is subject to a fee of three pesos for each naturaliza-
tion certificate and two for each oath, under Law 690 of May 25, 1934, and Regula-
tion 994 issued by the executive branch on June 2 of that year. These amounts are
payable by the applicant at an internal revenue office, receipts for which go to the
governor's office, where the oath is taken and the naturalization certificate issued,
whence it is in turn forwarded to the Gaceta Oficial, accompanied by the original
and one copy of the recorded oath, for publication.

As soon as the oath of loyalty has been taken, the residence permit and alien
registration card are surrendered to the Department of the Interior and Police.

Naturalization of adopted persons. According to a paragraph added to Arti-
cle 26 of Law 5523 of April 12, 1961, in the case of ordinary or privileged adoption,
the President may grant Dominican nationality by naturalization, on a provisional


33











basis, to foreigners under 18 years of age who are adopted by Dominicans, by
means of an application sent through the Department of the Interior if they are in
the country, or through the Department of Foreign Affairs if they are residing
abroad. The application, accompanied by pertinent documents, must be made out
by the adopting party, or in default of the latter, by the guardian, if they are of
Dominican nationality. Within two years after obtaining their majority, persons
who have obtained provisional Dominican nationality may opt for definitive Domin-
ican nationality by means of a written statement notarized before a public official,
which shall be sent to the executive branch. There are no fees in connection with
this act. The only formalities required are publication in the Gaceta Oficial and
registration with the aforementioned departments.

Naturalization fees. According to Article 27, as amended by Law 4063 of
March 6, 1955, aliens applying for Dominican naturalization must send, together
with their application and the necessary documents required by law, the sum of 10
pesos as an official fee to cover all taxes, including the documents tax.

This payment is deposited in the appropriate revenue office and the receipt
therefore attached to the application. The amount goes into the national treasury if
the naturalization is granted or it will be returned to the applicant if the naturaliza-
tion is refused.

Articles 30, 31, and 32 of the law provide for certain exemptions and reduc-
tions.

Privileged naturalization and naturalization of foreigners who have rendered
special or technical services in the armed forces are exempt from any tax or fee.

Married women and children who apply for naturalization jointly with the hus-
band pay one half the fees prescribed by law.

When naturalization is applied for by nationals of the Latin American repub-
lics by birth or origin, the taxes and fees imposed by law are reduced by half.

Law 3355 of August 3, 1952, amended the Naturalization Law of August 16,
1948, by authorizing the executive branch to grant naturalization, without regard
to residence requirements or the payment of fees, to a foreign woman married to
a Dominican who at the time of marriage did not elect to assume her husband's
nationality.

3. Rights of Naturalized Citizens

Naturalized citizens enjoy the same civil rights as native Dominicans and
enjoy equal political rights, with the exception of the following:

Naturalized citizens may not be elected as members or alternate members
of the Senate or as members or alternate members of the Chamber of Deputies
until ten years after acquiring nationality, provided that they have resided in the
country continuously for five years preceding election.

The President of the Republic must be Dominican by birth or origin.

Supreme Court justices and the Attorney General of the Republic must be
Dominican by birth or origin.










B. Immigration

1. Laws and Regulations Concerning Immigration

Legislation currently in force concerning immigration is contained in Law 95,
of April 14, 1939, as subsequently amended by Law 496 of January 31, 1944; Law
1475 of July 12, 1947; Law 1559 of October 31, 1947; Law 1665 of March 13, 1948;
Law 1831 of November 3, 1946; Law 1910 of January 22, 1949; Law 3387 of Sep-
tember 26, 1952; Law 3669 of November 6, 1953; Law 5125 of May 7, 1958; Law
5630 of September 15, 1961; and Law 5667 of November 10, 1962.

Regulations on immigration were issued by Executive Decree 279 of May 12,
1939, subsequently amended by: Decree 49 of June 2, 1942; 1144 of May 8, 1943;
1316 of August 5, 1943; 1776 of March 17, 1944; 3183 of December 3, 1945; 4935
of February 13, 1948; 4546 of February 4, 1959; and 5709 of April 27, 1960.

By Decree 4546 of February 4, 1959, the General Director of Security was
named the Director General of Immigration and Chief of the Military Intelligence
Service. This decree was revoked by Decree 5709 of April 27, 1960, which estab-
lished the General Immigration Office as a separate and independent entity divorced
entirely from the Military Intelligence Service.

Law 1052 on passports, enacted December 3, 1945, was promulgated for the
purpose of facilitating travel by Dominicans and foreigners between the Republic
and other countries.

With respect to tourists or transients who come to the country, Law 5125 of
May 4, 1959, which amends Article 2 of Law 1224 of July 26, 1946, as amended by
Law 3919 of August 28, 1954, provides that the Government may grant passport and
visa exemptions for foreigners who desire to come to the country as tourists or
transients, for which purpose they will need only to be provided with a card issued
by the carrier. This will enable them to remain in the country up to 15 days, sub-
ject to extension by the General Immigration Office at the request of the applicant.
The Government may likewise grant the same benefits and courtesies to those for-
eigners who are nationals of countries with which the Dominican Republic has signed
and maintains agreements on passport exemption and nonrequirement of visa.

Article 2 adds that the aforementioned cards shall be furnished by the Domin-
ican Government, at five pesos each, to companies engaged in transporting tourists
to the Dominican Republic. These cards shall carry a five-peso stamp, imprinted
in the right corner on the back of the card. They shall be consecutively numbered
and, moreover, they shall have a control number on the stamp, so that govern-
mental authorities may be able to check the use of this series of stamps. The
card shall have affixed to it a photograph of the person to whom it is issued.

Article 2 also provides that aliens coming to the country on official missions
or by invitation of the Government shall enjoy the same exemptions and shall like-
wise be exempt from providing themselves with the cards to which the law refers.

The main provisions of Law 95 on immigration, as amended, are as follows:

Article 1 states that the territory of the Republic is open to the entry of for-
eigners of good conduct and good health under such conditions and limitations as
are imposed by law.











According to Article 2, the laws relating to the entry, residence, and depor-
tation of aliens will be carried out by the immigration office in the Interior Depart-
ment. These laws are enforced under the direction and supervision of the Secretary,
and the official in charge of the general administration of that department becomes
the Director General of Immigration.

2. Classification of Entrants

Article 3 declares that aliens desiring admission into Dominican territory are
classed as immigrants or nonimmigrants, and are regarded as immigrants unless
they come within one of the following classes: (1) visitors; (2) transients; (3) per-
sons employed on maritime vessels or airplanes; (4) temporary laborers and their
families s.

Aliens admitted as immigrants may reside in the Republic indefinitely. Non-
immigrants shall be granted temporary admission only, and this is to be governed
by conditions prescribed in regulations on the subject, although a foreigner admitted
as a nonimmigrant may subsequently be regarded as an immigrant if he meets the
necessary requirements.

Visitors. The term visitor includes foreigners traveling for business, study,
recreation or curiosity. In case the sojourn will be longer than 60 days, satisfac-
tory evidence must be presented that it will be temporary. The intent of the appli-
cant may be indicated by the purpose of his visit, the existence of family or busi-
ness ties abroad, or the retention of an established domicile in a foreign country.

A visitor may be permitted to remain for the period for which he applies, but
the initial period may not exceed 60 days. The Director General of Immigration
will grant an extension if satisfied that the alien intends to remain for a temporary
period of not over six months. Applications for extension, with reasons therefore,
must be made in writing to that official.

A visitor is issued a permit for a temporary sojourn, but a visitor who is to
continue his voyage on the ship or airplane on which he arrived will be given a land-
ing card only, for which no fee is collected. An extension permit will be issued
upon payment of a fee of four pesos in revenue stamps. The persons to whom these
permits are issued must keep them during their entire stay in the Republic and re-
turn them to the immigration inspector at the time of departure.

Transients. Those persons who desire to enter the country for the primary
purpose of traveling through the country to a foreign destination will be given the
privilege of transit. This privilege will be granted even though the foreigner may
be inadmissible as an immigrant, if his entry does not endanger public health and
safety, and if he is not a laborer or foreigner prohibited under Article 9 (b) (2) of
Law 95 on immigration. A statement containing the final destination of the traveler,
the chosen means of transportation, and the date and place of departure from the
Republic is required. A period of ten days is ordinarily regarded as sufficient to
pass through the country.

Aliens employed on maritime vessels or airplanes. Aliens employed in any
capacity on a maritime vessel or civilian airplane are allowed entry while such
vessel or plane is in port, if the immigration inspector is satisfied that they will
depart with it. No immigration documents are required. Such aliens are also ad-
mitted for medical treatment for a period longer than the stay of the maritime










vessel or civilian airplane if the immigration inspector is given satisfactory evi-
dence that the admission will not involve any expense to the Government and that
the foreigner will leave as soon as his medical treatment is completed. The ad-
mission will be granted for whatever period appears necessary; however, the ini-
tial period may not be more than 30 days.

Temporary laborers. Laborers required by agricultural enterprises for
harvest work are permitted to enter as temporary laborers. They will be admitted
upon formal application by such enterprises and the posting of a bond by them in
the amount of 1, 000 pesos for each 500 persons.

In addition to the formalities previously established by immigration laws and
regulations, Executive Decree 4935 of February 13, 1948, provides further detailed
requirements with respect to the importation of laborers.

3. Documents Required

Article 4 stipulates that aliens desiring admission to Dominican territory
must present valid passports or travel documents which properly identify them,
duly visaed by Dominican diplomatic or consular officials, except in cases where
these requirements are waived or modified in accordance with regulations. These
documents are visaed only after investigation to ascertain if the applicant meets
the legal requirements for admission. A visa may not be denied except in accord-
ance with regulations, but its issuance does not confer the right of entry to a for-
eigner if it is determined upon his arrival that he cannot be admitted under the
immigration laws.

A valid passport or other travel document is not required of the following
persons:

a) Aliens returning to the Republic while their residence permit is still
valid;

b) Citizens of a state that does not impose these requirements on
Dominicans;

c) Nonimmigrants, as follows:

i) Aliens who arrive as passengers on a maritime vessel or civil
airplane, and who are to continue their trip in the same ship or
airplane;

ii) Aliens employed on a ship or civil airplane who intend to depart
from the country in the same ship or airplane;

iii) Aliens who return to the Dominican Republic with a still valid tem-
porary residence permit;

iv) Citizens of a state that exempts Dominican nonimmigrants from
such requirements; and

v) Temporary laborers and their families who present documentary
evidence for purposes of repatriation when their temporary stay is
completed.










According to Article 5, as amended by Law 5630 of September 15, 1961,
every alien admitted as an immigrant will be granted a residence permit, issued
in accordance with the current regulations. This permit is valid during the year
in which it was issued. However, a foreigner who leaves the country with the in-
tention of returning must have a reentry permit issued by the immigration office,
upon payment of a fee of 14 pesos. This document is valid for one year from the
date of issuance and therefore may be used at any time during that period.

The reentry permit entitles the holder to return to the country during the
year it is valid, without the necessity of a consular visa. This right is lost if the
holder does not renew the permit within five years from date of issuance. These
requirements can be waived or reduced in any case by treaty, on the basis of
reciprocity.

Law 5630, mentioned above, repeals Law 3995 of December 4, 1954.

Article 6 of Law 95 provides that except in cases specified in the regulations
every alien admitted as a nonimmigrant will be granted a temporary residence per-
mit in the form and manner prescribed in the regulations and for a definite period,
including any extension that may be granted. During such period no new permit
will be necessary if the holder renters the country as a nonimmigrant.

According to Article 7, every alien within Dominican territory in possession
of a residence permit issued in accordance with this law must renew it during the
month of January each year.

After the expiration of this period, delinquents are required to pay the fee
that is due plus a surcharge of 10 percent for each month's delay or fraction there-
of (as amended by Law 1910 of January 22, 1949).

Every application for a residence permit or its renewal must contain such
information and means of identification as are prescribed by regulations.

Law 3387 of September 26, 1952, repealed section e of Article 7 of Law 95,
the Immigration Law, and added a provision to the effect that temporary day labor-
ers whose last date of entry was prior to the date this new law took effect and who
possess an immigration document duly issued by a competent Dominican authority
may be granted a residence permit.

In accordance with Executive Decree 8569 of October 4, 1962, the instruc-
tions and orders on the subject of immigration and the entry of foreigners in the
country given by the Director General of Immigration to shipping companies are
compulsory, and violations are punishable as provided in Article 3 of Law 2700 on
emergency measures, of January 28, 1951.

Article 8 states that residence permits will be issued by the Director Gen-
eral of Immigration and temporary permits also by that official or someone desig-
nated by him and approved by the Secretary of the Interior. The Director General
of Immigration may issue duplicates of permits when it is shown to his satisfac-
tion that the original was lost, mutilated, or destroyed.

Article 9, as amended by Law 3659 of November 6, 1953, provides that a
fee of two pesos shall be charged for the visa of a passport or travel document of
a foreigner or visa of a crew list. In addition, it provides the following scale of
fees to be paid by aliens who enter the country:

38











a) Immigrants:

i) For a temporary permit (permiso de residencia provi-
sional) while the application for a residence permit is
in process (Law 4770 of September 21, 1957) 8.00 pesos

ii) For the initial residence permit 10.00 pesos

iii) For renewal of residence permit

1st Category: Foreigners who receive an income,
salary, wages, etc., of 200 pesos or more a month 20.00 pesos

2nd Category: Foreigners who receive an income,
etc., of 100 pesos a month, up to the amount stated
in the first category 15.00 pesos

3rd Category: Foreigners who receive an income,
etc., of 60 pesos a month, up to the amount stated
in the second category 8.00 pesos

4th Category: Foreigners who receive an income,
etc., of less than 60 pesos a month 2.00 pesos

5th Category: Foreigners who are permanently
employed in an agricultural or industrial enter-
prise as laborers or operators for wages of not
over 60 pesos a month 8.00 pesos

iv) Persons or companies who utilize foreign personnel
subject to payment of this tax are withholding agents,
and shall be liable for payment of the taxes established
by this law. Failure to comply with the provision of
this paragraph shall be penalized by doubling the
amount of the remaining tax, including the surcharges.

b) Any foreigner who remains in the country for more than sixty days but
not more than six months must obtain a temporary permit, for which the
fee is four pesos.

c) The wife and unmarried children under 16 years of age of a foreigner
are exempt from payment of the fees for renewal of residence permits.

d) These fees may be waived or reduced in special cases and categories
indicated in the regulations, such as the issuance of a residence permit
to a foreigner who legally resided in the Dominican Republic on or be-
fore April 1, 1939, in which case the issuance is considered a renewal.

e) A fee of one peso is charged for issuance of a duplicate residence per-
mit in lieu of one that was lost, mutilated, or destroyed.

f) These fees are payable by internal revenue stamps, immigration series,
affixed to the documents in question. Immigration authorities are pro-
hibited from accepting money in payment of these fees.










4. Persons Excluded From Entry


According to Article 10, the following are excluded from entry into the
Republic:

a) Anarchists or persons who advocate doctrines or activities subversive
to the Government or against law and order;

b) Persons convicted of a crime involving infamy or dishonesty;

c) Persons afflicted with loathsome or contagious diseases, or epileptics;

d) Idiots and the insane, or those who have been so affected;

e) Persons afflicted with mental or physical defects or diseases which
seriously affect their capacity to earn a livelihood;

f) Persons likely to become a public charge, paupers, beggars, peddlers,
or the like;

g) Persons over 14 years of age unable to read ordinary print in any lan-
guage chosen by the foreigner; except that this requirement shall not
apply to:

i) Persons physically unable to read;
ii) Members of the family of a Dominican citizen;
iii) Foreigners having a valid permit to reside in the Republic;

h) Women traveling alone who cannot prove to the satisfaction of the offi-
cial in charge that they have a good reputation;

i) Children under 14 who are unaccompanied by their parents or other per-
sons accepting responsibility for them, to the satisfaction of the official
in charge;

j) Persons who within the year prior to the date of application for admis-
sion have been excluded or deported from the Republic, unless in the
opinion of the Secretary of the Interior and Police they may be freed
from such exclusion.

Article 11 states that regulations for the application of laws relating to the
entry, residence and deportation of foreigners are issued by the President.

Inspectors and diplomatic or consular officials and any other persons autho-
rized to enforce the immigration laws are authorized to receive and pass upon evi-
dence relating to the right of any foreigner to enter the Republic and reside therein.

If deemed necessary, in case of temporary admission, they may require a
bond which will serve as adequate security against a foreigner becoming a public
charge or to assure his departure from the country without expense to the Govern-
ment.

Any sum of money required in cash will be held by the collector of customs
who in case of default will deposit same in the internal revenue office.


40










Article 12 states that upon the arrival of a vessel or a civil airplane from any
foreign locality, the person in charge of the ship or the consignee must furnish the
inspector with:

a) A list of crew members, giving name, age, sex, color, nationality, oc-
cupation on board, and place of enrollment of every foreigner indicating
whether or not his employment terminates in the Republic;

b) A list of passengers, giving name, age, sex, nationality, port of em-
barkation and destination of each, and in regard to foreign passengers,
a personal description containing information essential to compliance
with the immigration laws and regulations.

The person in charge of a vessel or civil airplane departing from the Repub-
lic, or the consignee, must promptly furnish the immigration inspector with a list,
giving the name, age and nationality of any foreigner employed on board in any ca-
pacity at the time of arrival who failed to return to said ship or airplane, as well
as any passenger who arrived on the ship or airplane with the intention of continuing
the voyage but who failed to do so.

These requirements may be waived or modified under certain conditions.
Fines are imposed for negligence or omissions.

According to Article 13, the following aliens will be arrested and deported
under warrant of the Secretary of the Interior or other designated official:

a) Those who enter the Republic after the date of publication of this law by
means of false or deceptive statements or without inspection and admis-
sion by the immigration authorities in one of the designated ports of
entry;

b) Those who are not legally admissible at the time of entry;

c) Those who engage in or are identified with activities subversive to the
Government, who traffic in narcotics in violation of the law, or who en-
gage in other activities contrary to public order or safety;

d) Those convicted of a crime committed within five years after entry
which is punishable by imprisonment or forced labor;

e) Those who practice prostitution, inmates of a house of prostitution or
those who act as agents for a house of prostitution;

f) Those who become public charges within five years after entry whether
from disability or indigency, and are likely to so continue;

g) Those who remain in the Republic in violation of any limitation or re-
striction under which they were admitted as nonimmigrants;

h) Those who fail to obtain residence permit renewals as required by law.

Items b, c, d, e, and f of this article are not altered by the fact that the
alien concerned may possess a residence permit. In such cases, the permit is
canceled at the time of deportation.


41











The remainder of this article contains detailed provisions covering procedure
in cases of violations or infractions of the law, to which Law 1559 of October 31,
1947, added the following:

No alien may be deported without being informed of the specific charges on
which his deportation is based, nor without having been granted a fair opportunity
to refute such charges in accordance with regulations, unless the deportation has
been ordered in accordance with the Constitution, or in the cases provided for in
Article 10 (1) and Article 13 (3) of Law 1559.

In deportation cases, the alien in question may be held up to three months
by order of the Secretary of the Interior and Police or the Director General of Im-
migration. If the deportation cannot be effected within such time because a pass-
port or visa cannot be obtained, the alien may be turned over to the authorities and
a correctional court may order imprisonment for a term of six months to two years
according to the gravity of the case. However, if the alien is subsequently furnished
a passport or visa which will make his departure possible, he may be freed by the
authorities in order to do so. There is no appeal from sentences passed.

Article 15 states that any alien applying for permission to enter the country
may be required to answer, under oath, any questions relating to his admissibility.
He must furnish necessary proofs that he is not subject to exclusion under provi-
sions of the immigration laws. Likewise, in any deportation case involving the
entry of an alien, the burden of proof shall be on such alien as to legality of the
entry and for this purpose an alien has the right to the information concerning his
arrival as shown by any records of the immigration office.

According to Article 16, diplomatic officials and career consular officials
and persons on official missions, their families, aides, servants, employees, and
members of their official parties, are exempt from the requirements of the immi-
gration law, although they must have been recorded on passenger lists.

Article 17, as amended by Law 1665 of March 13, 1948, provides that any
act in violation of the provisions of that law for which no specific penalty is pro-
vided therein and any violation of the regulations issued by the executive branch is
punishable by a fine of 25 to 2000 pesos or imprisonment for ten days to six months,
or both, in severe cases.

This law took effect June 1, 1939, and thereupon repealed and replaced pre-
vious immigration laws and Law 1343 of July 10, 1937.

5. Judicial Deportation

Law 4658 of May 24, 1957, empowers the courts of the country to order the
deportation of foreigners who commit specified offenses.

Article 1 of the law provides that without prejudice to the powers of the Sec-
retary of the Interior, the courts may, as the principal punishment, order the de-
portation of any alien who commits any offense listed in Article 13 of Law 95 of
April 14, 1939, concerning immigration, if the case is submitted by the Director
General of Immigration. The courts may also order deportation as an accessory
punishment.










Article 2 provides that if deportation is ordered the alien may be held for a
period of three months by order of the appropriate government attorney. The sen-
tence ordering deportation, however, must always provide that if the deportation
cannot be carried out within that period because of inability to obtain a passport or
visa, the alien must remain in prison for a period of from six months to two years,
according to the gravity of the offense. If after sentence, however, the foreigner
obtains a passport or visaed travel document, he shall be released for departure.

6. Placement of Immigrants

Executive Decree 1743 of May 16, 1956, repealed Executive Decree 816 of
May 5, 1955, and put the placement of immigrants in the hands of the Secretary of
Agriculture. The new decree provides that this department shall promote immi-
gration on a large scale and prepare for settlement in places most appropriate for
the allotment of farmlands, and in towns with small populations in which the immi-
grants will share social and cultural life with Dominicans.

This decree further provides that the Secretary of Agriculture shall endeavor
to see that immigrants receive a proper food supply, medical assistance, school
services, appropriate housing, water supply and electric services, and in general,
to take all measures necessary so that they will have the best conditions possible
for housing, maintenance, and labor in the places where they are settled.

The Development Commission (Comisi6n de Fomento) may make immigra-
tion contracts in accordance with Article 1 (a) of Law 3666 of October 31, 1953,
which again amended Law 3099 of October 6, 1951, as amended by Law 3285 of
April 29, 1952.



















RIGHTS AND DUTIES OF FOREIGNERS


1. Civil Rights and Obligations

Foreigners enjoy the same civil rights as Dominican nationals with certain
exceptions in regard to the initiation of civil suits in Dominican courts and the
acquisition of real estate within the country.

If a foreigner files suit against a Dominican in a court of the Republic, he
must post a bond as a guarantee to the defendant for payment of the costs of the
suit and compensation for any resulting damages for which he may become liable.

This guarantee, termed a "judicatum solvi" bond is required if the foreigner
has no domicile in the Dominican Republic. It is also required if the foreigner is
not a national of a country which has signed a treaty with the Dominican Republic
waiving such bonds.

The bond is not required in municipal courts (juzgados), in the land court
(tribunal de tierras), or in commercial matters before any court. It may also be
waived if the foreigner is known to possess real property in the Republic sufficient
to cover the payment of costs and damages for which he may be liable as a result
of the suit.

This bond is prescribed in Article 16 of the Civil Code and in Article 166 of
the Code of Civil Procedure, amended by Law 295 of 1919.

Article 73 of the Law on Judicial Organization, among other requirements,
states that a lawyer must be of Dominican nationality. Otherwise foreigners may
engage in any of the liberal professions without restriction.

In principle, there is no distinction between a foreign physical and juridical
person. Any special provisions are applicable equally to both.

However, in connection with the acquisition of real property under Decree
2543, cited above, there is a difference in the requirements for obtaining the neces-
sary authorization.

If authorization is requested by a physical person, he must attach to the
application a certified report from the office which issued his personal identity
card, stating the amount of capital or income declared by the applicant in obtaining
the document.

In the case of juridical persons, such as companies, firms, or associations,
including Dominican firms having foreign partners or shareholders, the applica-
tion must be accompanied by a certified report of the internal revenue collector
stating the amount of capital or the estimated nominal monthly earnings.










2. Rights in Commerce and Industry


Foreigners enjoy the same rights as Dominicans to engage freely in com-
merce, industry, and agriculture, with the exceptions set forth in the Constitution
and laws.

Dominican laws contain no provision for determining the nationality of a
company. By legal precedent, certain formalities prescribed in Articles 40-44 of
the Commercial Code are compulsory only for companies organized in the Domini-
can Republic. In order that they may freely operate in the Republic it is sufficient
for foreign concerns to show that they were organized in accordance with the laws
of the country of origin. This was decided by a Supreme Court decision of Novem-
ber 14, 1936 (Boletin Judicial No. 316, page 600).

Law 5911 of May 22, 1962, on income tax, states in Article 2 (3) that compa-
nies organized in foreign countries will be presumed to be stock companies, unless
evidence is shown to the contrary, and those that show that they are not of this na-
ture will be placed, on the basis of their relationship or similarity to them, within
one of the classifications established in the Commercial Code, and they will there-
fore be governed by the respective provisions of the present law.

Dominican law establishes no special kinds or categories of foreign com-
panies with respect to their business or activities in the country. No special taxes
are imposed on the organization or operation of foreign companies.

Foreign mercantile concerns are subject to no restrictions or special obliga-
tions different from those imposed upon domestic firms.

Dominican laws affecting a particular business, such as those on insurance
companies, banks, or public utilities contain general provisions equally applicable
to domestic and foreign companies, save for certain minor requirements for for-
eigners, mentioned hereinafter.

Taxes imposed on commercial companies or firms are equally applicable
regardless of nationality. The same equality of treatment applies to special
exemptions, subsidies, or concessions.

However, Article 40 of the Income Tax Law, provides that a person habitually
residing in a foreign country who owns rental property of the first category pays
a tax based on a single rate of 15 percent.

Article 45 of that law provides that the tax on income from invested capital
is determined and paid at the rate of 8 percent. However, when the taxable in-
come in this category is collected or credited to a bank account in another country,
it is taxed at the single rate of 18 percent, subject to withholding.

Article 55 of the Income Tax Law, as amended by Law 6173 of January
30, 1963, includes a tax on income derived from commerce, industry, agriculture,
stock raising, forest industries, mining, and any activity for gain or profit (third
category). This rate applies to the annual net income of stock companies organized
in the Dominican Republic or in another country, whatever they may be called, who
have an industrial, agricultural, stock raising, forestry, mining, or other type of
business establishment in the Dominican Republic. The second paragraph adds










that when the income to which this article refers is collected or credited to a bank
account in another country it shall, moreover, be taxed at the single rate of 18
percent, subject to withholding.

3. Restrictions on the Percentage of Foreign Workers

According to Article 125 of the Labor Code, at least 70 percent of the total
labor force of a business must be composed of Dominicans.

Pursuant to Article 126 of the same code, the wages received by Dominican
workers in a business must amount, as a whole, to at least 70 percent of the
wages paid to the entire staff. Salaries of technical, executive, and management
personnel are exempt from the provisions of this article. Other articles of the
Labor Code through Article 135 refer to foreign workers.













































46




















FOREIGN INVESTMENT


1. General

With respect to the acquisition of real property by foreigners, authorization
must be requested from the executive branch in accordance with Decree 2543 of
March 22, 1945, as amended by Decree 9732 of February 22, 1954.

Article 2 of this decree relates to companies or firms which, although orga-
nized as Dominican concerns, have foreign partners or shareholders.

By Article 3, an applicant who requests authority to invest funds must state
the origin of the money to be invested and the application must be signed by at least
two witnesses attesting to its veracity.

Applications for the right to purchase urban property must be submitted to
the executive branch through the city officials (sfndicos) of Santo Domingo or
through the local officials of the municipality in which the property is located.

Decree 9732 adds a paragraph to Decree 2543 whereby authorization by the
executive branch is also required of foreign persons who desire to acquire real
property in the country by transfer inter vivos, even if the transaction does not
constitute an investment of funds.

Decree 9826 of April 11, 1954, requires that applications for loans submitted
to government banks by persons who are not of Dominican nationality shall in all
cases require prior authorization by the executive branch before the loan is granted.

2. Foreign Investment Tax Incentives

Law 4 of October 8, 1963, entitled the Law of Industrial Protection and Incen-
tive, provides for exemptions from certain duties and taxes for new investments in
the Republic.

The benefits of this law are extended to foreign enterprises, provided that
Dominicans are afforded the opportunity of subscribing to at least 50 percent of the
capital. The enterprise must be organized according to the laws of the Republic
and must be subject to its jurisdiction. Foreign investors may take advantage of
the law, but they must allow for a two-year period for Dominican subscriptions.

The law establishes a National Commission for Tax Exemptions for Indus-
tries (Comisi6n Nacional de Exenciones Impositivas para la Industria), operating
under the Secretary of Industry and Commerce, to receive, and make recommen-
dations on applications for exemptions. Enterprises granted the right to an ex-
emption must apply to the Secretary of Finance for the corresponding order.


47











The industries considered eligible for the benefits of the law are those which:

a) Use domestic raw materials or contribute to their processing;
b) Produce domestic products for the development of agriculture;
c) Replace imports by processing domestic raw materials;
d) Meet the needs of the domestic market;
e) Have or can reach a foreign market;
f) Complement or expand established industries;
g) Produce capital goods.

Benefits in the law include:

Partial or total exemption from import duties and taxes on: machinery,
equipment, and spare parts; raw materials, semiprocessed materials, containers,
and packaging material; fuel (except gasoline) and oil.

Partial or total exemption from taxes on assets and patrimony; license fees;
sales and manufacturing taxes (when the goods are exported); income taxes on the
profits of new industries producing capital or consumer goods not previously pro-
duced in the Republic.

The exemption for income taxes is for eight years, the others for ten, with
the privilege in some cases of renewal for five years.

Exemption from the income tax is not granted when the enterprise or its
owners are subject in other countries to taxes that would nullify the benefit. Ex-
emption from the tax doe s not include exemption from the requirement to file
returns each year. Neither does the exemption extend to taxes payable by stock-
holders on dividends or other income.

Industries benefited are obligated to train Dominican personnel in the tech-
nical skills necessary to operate the enterprise.

The benefits of the law and the duration of the exemptions are determined
by a preponderance of the following factors:

a) Contribution to the national income;
b) Utilization of domestic elements in production and distribution;
c) Stimulating effect on other industrial processes, and on agriculture
and mining;
d) Effect on employment;
e) Effect on balance of payments;
f) Relationship to prices;
g) Financial and business plans;
h) Technological advance and efficiency of equipment;
i) Location;
j) Extra benefits to workers.

In no case will exemptions be granted on the importation of machinery,
equipment, fuel, raw materials, semiprocessed products and containers if produc-
tion of same, or the capacity to produce them, at competitive strength, already
exists in the Republic.




48










Special laws govern the sugar industry, mining and petroleum, agriculture,
tourism, and construction.

The benefits of the law will not be allowed to result in an unconstitutional
monopoly or privileged position.


















MERCHANTS


1. Definition

Article 1 of the Commercial Code defines a merchant (comerciante) as any
person who performs commercial acts and who makes them his customary occupa-
tion. In accordance with this definition the following elements must be present in
order that a natural or juridical person be considered a merchant:

a) The performance of commercial acts (it being understood that an em-
ployee of a merchant performing such acts does not thereby become
a merchant).

b) That the commercial acts are performed customarily. Thus, an
isolated act, such as signing a bill of exchange, does not make the
signer a merchant.

c) That the engaging in commerce is a customary occupation. A farmer,
who as such is not a merchant, by the fact of collecting from his debtors
by means of a bill of exchange, which is a commercial act, does not
thereby become a merchant since he does not engage in commerce as
a customary occupation.

Payment of a license to do business and registration in the commercial
register are evidences of being a merchant.

2. Commercial Acts

Articles 632 and 633 of the Commercial Code classify commercial acts as
follows: commercial acts by their nature or purpose (objective); commercial acts
by the merchant status of the person performing them, and also accessory to com-
merce (subjective); commercial acts by form, independent of the person perform-
ing them.

Commercial acts by nature. These include: (a) any purchase of goods or
merchandise for resale, either in the same state or after working on them and
putting them in operation, or even simply to lease their use; (b) any manufacturing
enterprise, commission business, transportation by land or water; any supply firm,
agencies, business offices, sales and auction establishments, and public entertain-
ments; (c) any exchange, banking, or brokerage operation; all operations of public
banks; (d) any enterprise for shipbuilding, purchase and resale of vessels for do-
mestic or foreign navigation, and maritime operations enumerated in Article 633
of the Commercial Code.






50










Subjective commercial acts. Even a civil act may be considered as commer-
cial if it is performed by a merchant in the course of business. The person (sub-
ject) performing an act is given greater weight in determining its status than is the
nature of the act itself.

Article 632 of the Commercial Code classifies as commercial acts all obli-
gations between businessmen, merchants, and bankers, and Article 631 gives juris-
diction to commercial courts in disputes relating to agreements and transactions
among them. Subjective commercial acts thus receive that character by law.

Commercial acts by form. For some acts it is their form that determines
their commercial status without taking into account their nature or the persons
who perform them. An example is the bill of exchange which, by virtue of Article
632, is in itself a commercial act.

All stock companies (corporations and stock-issuing partnerships) are
classed as commercial regardless of their purposes or of the activities in which
they are engaged.

3. Capacity

A merchant must have the legal capacity to assume obligations and to alien-
ate property. Hence he must have reached majority age and be in full exercise of
his civil rights.

Persons under legal or judicial interdiction and persons under the supervision
of a court-appointed administrator consultorr judicial) may not be merchants, al-
though those in the latter category may perform isolated commercial acts.

If a minor is to be a merchant he must be emancipated, must be at least
seventeen years of age, and he must have prior authorization from his father, or
of his mother in default of the father, or in default of both parents by agreement
of the family council approved by a court. The court's authorization must be re-
corded and publicly posted in the commercial court. This requirement is contained
in Article 2 of the Commercial Code, as amended by Law 4999 of September 19,
1958.

Under Law 390 of December 14, 1940, a married woman has the legal capacity
to engage in commerce, as this law repealed Article 4 of the Commercial Code
which required the husband's consent.

4. Supervision of Commercial Activities

Supervision or control of the activities of merchants is accomplished by re-
quiring them to keep certain commercial books, that they reveal their marital
property system, and that they become registered in the commercial register.

Publication of the marital property systems varies according to whether it
concerns a married person who becomes a merchant or a merchant who subse-
quently marries. If the person who becomes a merchant is married under the
community property system he is not required to publish his marriage contract.
If he is married under the system of separation of property or dowry system,
publication must follow Article 67 of the Commercial Code and Article 872 of the
Code of Civil Procedure.










Whenever a merchant marries, the notary who draws up the marital contract
must fulfill the publication formalities within one month, regardless of what prop-
erty system is adopted.

Merchants must keep their books in accordance with the provisions of Arti-
cles 8 to 17 of the Commercial Code, as amended by Law 4074 of March 12, 1955.

The two compulsory books are the daily journal and the inventory. The
journal must show the day-to-day transactions of the business, or a monthly re-
sum6 of such transactions if documents are preserved that would allow verifica-
tion of the daily transactions. The inventory book must contain an accounting and
description of all assets and liabilities of the business, and a closing of all accounts
in order to establish a balance and a profit and loss account, both of which are to be
copied in this book.

Optional books may be used as accounting aids although not required by law,
such as correspondence copybook, cash book, sales ledger, purchases ledger,
main ledger, etc.

The compulsory books and other documents, as well as correspondence re-
ceived and copies of correspondence sent, must be preserved for ten years, in ac-
cordance with amended Article 11 of the Code.

The financial statements and general balance statements that must be sub-
mitted annually or periodically by commercial companies with a capital of over
50, 000 pesos, by virtue of provisions of law, or bylaws or contracts, must be
confirmed and certified by authorized public accountants, pursuant to Law 4621 of
January 17, 1957.



















COMMERCIAL COMPANIES


1. Requirements for Engaging in Commerce and Industry

Commercial or industrial establishments must pay a semiannual license tax
(patente) and periodically submit statistical data on special forms for the office of
statistics (Direcci6n General de Estadistica). They must also comply with the
provisions of the labor and insurance laws for the protection of workers.

Law 5260 of November 20, 1959, governs the establishment of commercial
or industrial enterprises and commercial and industrial recording. Law 1147 of
August 26, 1936, and all the other legal provisions on the subject have been
repealed.

Any natural or juridical person who intends to engage in business or indus-
trial activities that are subject to the payment of the license tax or who proposes
to purchase or rent an established enterprise or business, must first request and
obtain a special authorization from the Department of Industry and Commerce
(Art. 1).

The request for special authorization is made on a form prepared by the De-
partment. If the application is made by a partnership or company, personal data
concerning its members or stockholders must be included (Art. 2).

Partnerships or companies that increase the number of their members or
stockholders, or change them or their managers or directors, must report to the
Department of Industry and Commerce, in writing, the personal data on new mem-
bers, stockholders, managers, or directors (Art. 3).

When an enterprise opens branches this authorization is not necessary if the
executive staff is the same as that of headquarters.

Commercial ledgers. Law 4074 of March 12, 1955, amended Articles 8 to
11 of the Commercial Code, relating to books kept by merchants. The new text of
these articles is as follows:

Art. 8. Every merchant is required to keep a journal, showing the
operations of his business day by day, or at least showing a monthly resume
of the totals of these operations, provided that in the latter case he retains
all documents which would permit verification of the daily operations.

Art. 9. He must take an annual inventory of the assets and liabilities
of his-business and close all accounts in order to establish the balance and
profit and loss account.



53










The balance and profit and loss account is to be copied in the inventory
ledger.

Art. 10. The daily journal and the inventory ledger must be kept chro-
nologically, in the Spanish language, without blank spaces or alterations of
any kind.

Art. 11. The daily journal and the inventory ledger must be numbered,
signed and inspected once a year by the civil and commercial judge or justice
of peace or his alternate, in ordinary form.

The books and documents indicated in Articles 8 and 9 must be retained
for ten years.

Correspondence received and copies of letters dispatched must be clas-
sified and filed for a like period.

2. Juridical Personality

Mercantile companies or firms in the Dominican Republic have their own
juridical personality distinct from those of the individual members which compose
them. The partners or members do not act as individuals, but as a company that
exercises its rights and meets its obligations as an entity.

The Dominican Republic has signed the Declaration on the Juridical Person-
ality of Foreign Companies, opened for signature at the Pan American Union on
June 25, 1936. This constitutes a statement by the Dominican Republic that:

Companies constituted in accordance with the laws of one of the Con-
tracting States, and which have their seats in its territory, shall be able to
exercise in the territories of the other Contracting States, notwithstanding
that they do not have a permanent establishment, branch or agency in such
territories, any commercial activity which is not contrary to the laws of
such States and to enter all appearances in the courts as plaintiffs or defend-
ants, provided they comply with the laws of the country in question.

3. Organization and Operation of Companies

Definition. Article 1832 of the Civil Code states that a company (sociedad)
is a contract under which two or more persons agree to make common use of some
thing for the mere purpose of sharing in the profit that may result therefrom.

The definition does not indicate one of the essential elements in a company
contract, namely, the obligation of the partners to share not only the profits, but
also in any loss suffered by the business if results are not favorable.

A company (sociedad) differs from an association in that the latter is formed
by several persons who unite their efforts and good will for the purpose of accom-
plishing some common aim, other than the realization and distribution of profits.
Their objectives may be material, or simply moral or general in nature, for
other than the pecuniary benefit of the members, such as recreational, cultural,
charitable and other purposes. Such an association does not lose its distinguish-
ing legal character even if it assumes the form of and is termed a "company" or
"sociedad. "










Essential elements of a company. There are three elements essential to a
company:

a) Formation of a capital fund composed of contributions made by
members;

b) Simultaneous division of all profits or losses among all members;

c) A bond of active collaboration among the members, or in other words,
the intention to share in common in risks or benefits of the enterprise.

Contributions. The contribution of each member may consist of money, tan-
gible property, intangible property such as an established business, patents of in-
vention, customers, etc. The contribution may also be made in the form of ser-
vices which a member binds himself to perform for the company.

The capital of a company is the combined assets formed by such contributions.

Capital may be contributed in the form of ownership or usufruct.

If a contract contains no formal statement as to whether a contribution is in
ownership or in usufruct, the courts must decide according to the circumstances of
the case, taking into account chiefly the value of the respective contributions, their
nature, and the shares due each member from the profits or losses.

Profit and loss. Article 1855 of the Civil Code declares void any agreement
to give all the profits to one member or to relieve one or more members from
sharing in the losses.

If there is no stipulation concerning the proportionate share in the losses to
be borne by each member, they shall be divided in the same proportion as was
agreed upon in regard to profits.

Requirements for validity of a company contract. Like all contracts in gen-
eral, companies, in order to be valid, are subject to the following conditions:
that there be consent of the parties, that they have legal capacity, and that the
obligations of the contracting parties have a real and legitimate object and purpose.

4. Types of Companies

General division. Companies are either universal or private, each type be-
ing in turn either civil or commercial.

Universal companies are those whose members contribute all the property
they possess or at least one class of property in its entirety, as for example, all
their real or all their personal property. Such companies have little practical
importance in present-day life.

Private companies are those whose members contribute individual posses-
sions and which have as their purpose some undertaking or profession to be oper-
ated in common. This category includes commercial companies.

Civil companies are those whose activities are not commercial and include
the following: purchase and sale of real estate; acquisition and operation of a
water concession to supply a city or an irrigation system; the exploitation of










mineral springs owned by a company; construction and operation of a maritime
port or channel; the maintenance of a school; operation of an agricultural enter-
prise; operation of a dental office, etc.

The determination of whether a company is civil or commercial is important
for the following reasons:

Civil companies are not subject to the formalities of publication as required
by law for commercial companies; they are not required to keep commercial books;
they may not be declared bankrupt; in liquidating a society, the statute of limita-
tions for creditors runs for five years if commercial and for twenty years if civil;
disputes between partners, if the company is civil, must be settled according to
the rules of civil procedure, whereas if it is commercial, the rules of commer-
cial courts must apply.

To determine the character of a company, account should not be taken of the
name given it by the contracting parties or of the form in which it is organized but,
rather, of its purpose, that is, the nature of the firm's operations.

All stock companies are considered by law to be commercial companies even
though their purposes may be civil.

Classification of commercial companies. The different types of commercial
companies are: general partnerships (sociedades en nombre colectivo); simple
limited partnerships (en comandita); stock-issuing companies (por acciones),
which, in turn, are divided into stock companies (compafifa por acciones) and
joint-stock companies (compafifa en comandita por acciones); and there are also
joint ventures (sociedades en participaci6n).

In accordance with Law 5546 of June 13, 1961, stock companies may also be
called corporations (compafifas an6nimas or sociedades an6nimas) and they also
have names in keeping with the purpose for which they were established.

Law 5546 states, moreover, in Article 1, that existing stock companies that
desire to change their names to corporations, in accordance with the choice au-
thorized in this article, may do so by following the procedures for the amendment
of their articles, as set forth in the Commercial Code.

According to Article 2 of the law, these stock companies or corporations
may use the name of one or more members or any other name they select, must
be preceded or followed by the words "Compafifa por Acciones" or "Compafia
An6nima" or "Sociedad An6nima", or followed by the abbreviation "C. por A. ",
or "C.A. ", or "S. A. as the case may be. However, in no case may they select
the same name as another company organized in the Dominican Republic that has
complied with the publication formalities.

5. General Partnerships (en nombre colectivo)

A general partnership is formed by two or more persons who assume per-
sonal and joint liability for all its obligations.

Article 20 of the Commercial Code defines a general partnership as one in
which two or more persons contract together for the purpose of doing business
under a firm name. This definition is not altogether satisfactory since it fails
to mention two important characteristics: (a) the personal and unlimited liability
Sof the partners; and (b) the joint relationship that must exist between them.
56











Such an organization is designated by a name (raz6n social) consisting of the
names of all partners, some of them, or one only. When all names are not included,
the words "and company" are added, and the members whose names do not appear
have the same obligations and rights as the others.

The partners are personally and jointly liable for company debts to the extent
of all their property. However, partners may agree among themselves that one or
more among them, in their relations with other partners, shall not be liable for
more than the share they contributed or for some given amount.

Because of the personal, unlimited and joint liability by which the members
of a company are bound together in a common name, the position of each is the
same as though engaged in the business for his own account. They, therefore,
have the characteristics of merchants (comerciantes) and are subject to the same
obligations as persons engaged in commerce, which are:

a) Each partner must have the same legal capacity as is required to engage
in commerce individually;

b) Each must publish his marriage contract in the form required for all
persons engaged in commerce;

c) Action in bankruptcy has individual effect on all the partners.

6. Simple Limited Partnerships (en comandita)

A simple limited partnership is one entered into between two kinds of part-
ners: some composed of active partners with joint and unlimited liability, termed
in Spanish comanditados; others with limited or "silent" partners who are liable
for company debts only to the extent of their contributions, and known as coman-
ditarios.

The Commercial Code deals with this type of company as follows:

Article 23 describes a limited partnership as an arrangement between one
or more jointly and severally liable partners and one or more partners who merely
loan funds and who are termed comanditarios or limited partners. It is known by
a firm name which must contain the names of one or more of the jointly liable
partners.

Article 24 states that if there are numerous jointly liable partners they may
manage the company as a group or one or more among them may be selected to do
so. The company is a collective partnership insofar as such partners are con-
cerned, and a limited partnership (en comandita) with regard to those who merely
loan funds.

The name of a limited partner may not appear in the firm name, and such a
partner is liable for losses only to the extent of the contribution he has made or
intends to make to the company.

If a company contract does not specify its nature, it is assumed to be collec-
tive if it contains no clause indicating the intention of one or more partners to
limit their individual liability to the amount contributed.











If the creation of a limited partnership is intended, this must be clearly
stated or the intention must be manifest in the stipulations of the company contract.

The agreements made by the parties concerned, their nature and the inten-
tions of the members of the company are what determine its character, regardless
of any designation it may be given, and in case of doubt its character will be deter-
mined by the courts.

A collective partnership may be changed to a limited partnership if the part-
ners agree that the liability of one or more of the partners shall be limited to the
amount contributed. It may also occur if it has been stipulated in the contract that
in case of the death of one of the partners, the company shall continue its existence
with his heirs as "silent" partners, or if the collective partners give the position
of manager the status of that of a "silent" partner.

Limited partnerships, like collective companies or general partnerships,
must have a company name, but this name may contain only the names of the active
partners. Any limited partner who permits his name to be used in the company
name automatically becomes jointly and unlimitedly liable for company debts.

If an active partner uses the name of a limited partner without his consent,
he commits the same infraction as the use of the name of an outside party. Hence,
in addition to liability for loss and damages resulting from his action, he is guilty
of fraud, and if he has signed documents with the firm name thus altered, is like-
wise guilty of forgery.

As in a collective partnership, active members of a simple partnership are
jointly and unlimitedly liable for the company debts; but limited partners are liable
only to the extent of their contributions providing they have not taken part in man-
agement of the business and that their names are not included in the firm name. A
limited partner is also distinct from an active partner in that he is not classed as
a merchant merely by reason of his connection with the company. Consequently,
he is not subject to bankruptcy and need not publish his marriage contract.

7. Formation of Partnerships

A company contract, not being limited in its effects to the interests of the
parties making it, must be in accordance with certain conditions as to form and
substance, common to all contracts.

Article 39 of the Commercial Code states that general or limited partner-
ships must be made known by public instrument or by privately signed documents.
In the latter case, according to Article 1325 of the Civil Code, there must be as
many original copies as there are parties to the contract, plus two additional for
deposit with municipal and court clerks respectively, with a notation on each copy
as to the number of originals made.

The law does not expressly indicate what information a company contract
must contain, but as the Commercial Code specifies what data must be contained
in the published extract, it is assumed that the same specifications are applicable
to the contract itself, which in addition must contain any statements that best serve
to express the understanding of the parties as to the nature of the contract.





58











Every company contract must state:

a) The purpose of the company;

b) Its legal classification (whether a general or limited partnership);

c) The company name;

d) The domicile of the company;

e) The capital, with a list of the contributions made;

f) The names of the partners, both active and limited, although the latter
need not appear in published extracts;

g) The duration of the company; date it is to commence operations ana
date of termination;

h) Names of the partners authorized to manage, administer and sign for
the company, and the powers granted them;

i) The share of each partner in profits and losses, which information
need not be made public.

Publication. Within one month after the date of signature of a company
charter the following formalities in connection with publication must be observed:

a) Deposit with the municipal and commercial court clerks at the locality
where the company is established of one original, if signed privately,
or one authenticated copy if a notarial act;

b) Publication in one newspaper of the locality, if such exists, and if
not, in one at the nearest place, of an extract of the charter and any
attached documents.

If a company has several branches located in various districts, the above
deposit and publication must be made in each district. In cities divided into sev-
eral precincts, the deposit is to be made with the clerk of the precinct in which
the main office is located, and with the corresponding court clerk.

Publication of the extracts is to be evidenced by a copy of the newspaper,
certified by the publisher, legalized by the president of the municipal council and
registered within three months from date of issue.

Article 43 of the Commercial Code, amended by Law 1041, provides that
the extract must contain:

a) The names of active partners;

b) The firm name;

c) The firm's domicile;

d) Names of the partners designated to manage, administer or sign for
the company;










e) The amount of capital;


f) The date the company is to commence operations and date of
termination;

g) The date deposit was made with the municipal and court clerks.

The extract of a deposited contract, if a public instrument, must be signed
by the notary who drew it up; if a private instrument, it must be signed by the
general partners or by the managers of a limited partnership.

Operation of companies or partnerships. Every company must have one or
more managers charged with directing and administering its business, designated
in the statutesl-or by later agreement, and any partner usually has the legal capac-
ity to assume management, with the exception of limited partners, whom the law
expressly excludes. Managers designated in the statutes are termed statutory
managers.

A statutory manager cannot be removed without legitimate cause during the
life of the company or the term for which he was selected.

If the statutes do not designate one or more managers, each partner has the
right to perform any transaction in keeping with the normal operation of the com-
pany, without consulting the others (Articles 1857 and 1859(1) of the Civil Code).
However, each of the other partners has the right to oppose the transaction before
it is executed.

In order to avoid the disruption that such actions might cause, the partners
may select one or more among them as managers, by unanimous vote.

As a rule, the statutes of a company set forth the powers of the managers,
but if lacking, managers may perform administrative functions as a general agent,
within the purposes for which the company was organized.

Managers may therefore buy and resell goods relating to the purpose of the
company or purchase raw materials and sell the products manufactured therefrom;
collect by amicable or legal means what is owed the company and pay the company's
debts; lease sites necessary for the business establishment, rent any company
property or revoke rental contracts; sign settlements of accounts and receipts for
payment; issue, endorse or accept bills of exchange, promissory notes, checks,
insurance policies, guarantees, bills of lading, and other documents relating to
the company's business; cancel, though only as a result of payments received,
mortgages and similar documents; take legal action in the name of the company,
as either plaintiff or defendant, etc. A manager may also employ private individ-
uals and dismiss his subordinates, fix their salaries, and make repairs in the
firm's establishments or plants, providing they are necessary for the operation
and purposes of the company.





1. The "estatutos" herein translated as statutes generally include both the
articles of organization and the bylaws.




60










A limited partner may not serve as an intermediary in transactions; and if
he is an employee, he may not accept powers of attorney of others. If he has per-
formed continuous acts of management, he becomes jointly and unlimitedly liable
along with the active partners, and if the company is declared in bankruptcy he
would also be declared personally bankrupt.

The purpose of the prohibition in Article 27 of the Commercial Code against
acts of management by limited partners is to protect third parties, to prevent any
misunderstanding as to their status or the extent of their liability. However, a
distinction is made between internal and external acts of management; only the
latter are prohibited, while the former, in principle, are regarded as legal since
they in no way concern relations between a partner and third parties.

Hence, a limited partner is permitted to:

a) Perform acts of control, such as examination of the books or the
condition of the cash account and inspection of company operations;

b) Organize the management, make changes in the industrial or commer-
cial establishment, direct workers, and perform other acts of an
internal nature;

c) Give advice or opinions to the management, which is not obliged to ac-
cept them, since such obligation would imply taking part in management;

d) Approve or disapprove acts performed by the management; or make
suggestions at meetings to indicate consent or nonconsent that a man-
ager effect transactions exceeding his powers, such as the sale of real
estate, loans, mortgages, etc.;

e) Take part in discussions concerning changes in the bylaws or to convert
the company into a stock-issuing partnership;

f) Serve as technician, cashier, accountant, salesman, traveling repre-
sentative, etc., under the direction of a manager, without making use
of the firm name and providing no indication is given to third parties
that he is sharing in management;

g) Buy from or sell goods tothe firm, becoming a creditor or debtor of
the company as a result of such transactions; make loans or direct pay-
ments to the firm's creditors; guarantee the company's debts; make a
deposit in banks of securities owned to protect the firm's credit; take
any measures to protect his rights with respect to the company; act
in his personal name as a commission agent for the account of the
company;

h) Serve as a receiver or liquidator if the firm is dissolved.

8. Stock-issuing Companies

Stock-issuing companies (sociedades por acciones) are more complex in
organization than the general or limited partnership, but better serve the pur-
poses of large enterprises because of the advantages they offer.




61











There are two types of stock companies: the corporation and the stock-
issuing partnership. In a corporation, all members are mere stockholders (accio-
nistas) with liability limited to their respective contributions; in the second type,
in addition to stockholders there are one or more active partners who have agreed
with the stockholders to assume joint and unlimited liability similar to that of col-
lective partners.

A regularly organized corporation usually has the following characteristics:

a) The capital is represented by a stated number of shares, which accord-
ing to Article 34 of the Commercial Code may be of different nominal
value.

b) The rights of each stockholder are indicated by a certificate showing the
number of shares of stock held.

c) The certificates of stock may be nominative, to bearer, or to order, and
may be transferred without the formalities prescribed in Article 1690 of
the Civil Code concerning the cession of rights.

d) A stockholder who transfers all his certificates of shares thereby sur-
renders his place in the company and the transferee takes his place, to
assume the obligations and enjoy the rights inherent in a stockholder.
Upon the death of a stockholder, his heirs receive the shares of the
deceased and take his place with the corresponding rights.

e) A company must consist of a minimum of seven members or stockhold-
ers, if a corporation; or of four members, if a stock-issuing partnership.

Nominative shares are customarily listed in the company register, and the
transfer may not be made without a statement to that effect being entered in such
register and signed by the person making the transfer, or his agent.

The mere act of delivery of bearer share certificates to another is sufficient
because the company must recognize the holders of the certificates as the owners.

Certificates covering shares to order are transferred by endorsement in the
same manner as bills of exchange.

Kinds of shares. Shares, classified according to the nature of the contribu-
tion made by a stockholder, the extent of his rights and the form of the certificate,
are as follows:

a) Shares in cash or capital;

b) Industrial shares;

c) Contributing shares (acciones de aporte) also termed acciones de funda-
cin, which should not be confused with shares of the founder or organizer;

d) Premium shares;

e) Preferred shares, also called privileged or priority shares; and

f) Acciones de goce, or shares in usufruct.

62










According to the form of the certificate, shares are divided into: (a) nomi-
native shares; (b) bearer shares; (c) mixed shares; and (d) shares to order.

Organization of stock-issuing companies. When a stock-issuing company is
to be formed, a number of persons participating as stockholders must hold a meet-
ing to discuss the bases of the statutes, covering the purposes of the company, the
capital, number of shares into which it is divided, provisions for operation and any
supplementary requirements established by law. These original stockholders are
known as the founders or promoters (fundadores) and are the signers of the statutes.

To finally organize a company, the following steps are required in addition to
preparation of the charter:

a) Subscription of stock amounting to not less than one tenth of the total
capital authorized by the charter;

b) Full payment from each stockholder for the number of shares to which
he has subscribed;

c) Authentication of these subscriptions and payments by a statement
before a notary;

d) Submission of this statement for verification to the first stockholders
meeting, if not a limited partnership;

e) General meeting of stockholders to verify, appraise and approve any
contributions made in property and any special advantages for certain
members. Then, in case of a stock-issuing partnership, selection of
members of the board of inspection (consejo de inspecci6n), or the
directors and managers in the case of a corporation, unless the man-
agement was designated in the statutes.

Other formalities, which differ according to the type of company to be estab-
lished, must be observed before the company is regarded as organized.

Organization of stock-issuing partnerships. The formation of stock-issuing
partnerships requires the subscription of at least one tenth of the authorized cap-
ital; payment in full of the amount subscribed by each stockholder; a declaration
of subscriptions and payments before a notary, with detailed list attached and one
original copy of the charter, the valuation and approval of contributions, and
mention of any special privileges granted by a general meeting.

Immediately after definite formation of the partnership and before any trans-
action is made, a general meeting of stockholders, by majority vote, must elect a
board of inspection consisting of at least three stockholders. Operations may
begin only after the selection of this board, the first duties of which are to see
that all legal requirements have been observed (Art. 52 of the Commercial Code).

The law does not specify the minimum number of stockholders a stock-
issuing partnership must have, but since one manager and a board of inspection
of three members are required, it could not be formed without four or more
members.

Publication requirements consist of two parts: (a) deposit of documents;
and (b) publication of the extract.

83











Deposit of documents. Within the month that the partnership is former a
duplicate copy of. the statutes, if privately drawn, or an authentic notarial copy,
if otherwise, is deposited with the municipal and court clerks of the locality in
which the concern is established. The following, which according to Article 42
of the Commercial Code may be made public, are to be attached:

a) A notarial copy of the document authenticating subscription of and pay-
ment for shares; and

b) A certified copy of the minutes of the general meeting at which valuation
of shares and special privileges were verified, as prescribed by Article
51, amended, of the Commercial Code.

This deposit of documents is included under the formalities of publication,
since the documents may be made public under a provision of Article 42 of the
Commercial Code.

Publication of extracts. Within the same period an extract of the statutes
and its attached documents must be published in the nearest newspaper. Proof of
publication shall be shown by one copy of the newspaper certified by the printer,
legalized by the president of the municipal council and registered within three
months of date of publication (Art. 42, Commercial Code).

The extract must contain the names of all members not stockholders or lim-
ited partners, the name adopted by the company, its address, names of the mem-
bers authorized to manage, administer and sign for the firm, the amount of capital,
stating both subscribed and paid-up capital; the date of commencing operations and
of termination, date of deposit of documents with the municipal and court clerks
(Art. 43, amended, Commercial Code).

The extract must also state that the concern is a stock-issuing partnership,
indicate the amount of capital in money and in other property, and the amount to
be withdrawn from profits to form a reserve fund; also, if the capital is variable,
this must be stated along with the minimum to which it may be reduced (Art. 44).

The extract of the instruments and documents deposited must be signed by
the notary, if they are public, or by the manager, if private (Art. 45).

If a company has several branches located in different districts, the pre-
scribed deposit and publication must be made in each district where a branch is
located.

In a city divided into several districts, deposit is made only with the munic-
ipal secretary where the main establishment is located (Art. 42, amended).

Copies of the documents so deposited must be posted in a visible place in the
company offices.

Any person may request a certified copy of the statutes upon payment of a
sum of not over one peso (Art. 42, amended).

On all documents, invoices, advertisements, publications, memorandums,
or other printed or autographed documents issued by a stock-issuing partnership,
its name must always contain, at the beginning or the end, the words, "Compaifa


64










en Comandita por Acciones" or its abbreviation "C. en C. por A. ", followed by a
statement of the amount of capital authorized, subscribed and paid in, and if the
amount is variable, with the words "de capital variable", as provided in Article 62
of the Commercial Code. Any contravention of the above provisions is punishable
by a fine of 10 to 200 pesos (Art. 42, amended).

Organization of corporations. Most of the requirements for the organization
of a corporation are similar to those for other commercial entities. In lieu of the
board of inspection, a board of directors (consejo de administraci6n) and the man-
agers (comisarios) are chosen at the general meeting.

The directors (administradores) responsible for directing the business of
the corporation are chosen for not more than six years, but may be reelected.
Also they may be designated in the statutes by a formal stipulation that their ap-
pointment is not subject to approval of the general meeting, in which case they
may not serve for more than three years. Otherwise their selection is approved
at a general meeting whereupon they may serve for six years. The same is true
if approval by a general meeting is definitely stipulated in the statutes.

Directors may be persons who are not owners of shares, unless the contrary
is stated in the statutes.

The statutes may require that nonsharing directors shall furnish a bond in
cash or otherwise as a protection against any acts performed, even if entirely per-
sonal, by one of them.

The general meeting which chooses the directors shall also name one or
more managers for the first year, who may or may not be stockholders. In sub-
sequent years they are to be chosen at the general meetings and may be reelected.

Whereas directors may be designated in the statutes, managers must be
chosen by the general meeting. If they are not so chosen, or in case of disability
or refusal of one or more persons to act after having been named as managers,
replacements are made by the presiding judge of the commercial court at the
company domicile (Art. 57, amended).

After their acceptance, the first meeting of the board of directors shall be
held immediately following the general stockholders' meeting and shall be presided
over by the senior director or some other chosen by the directors, whereupon the
permanent officers shall be elected, and necessary steps taken to operate the
company.

As this board is liable, jointly with the founders, for any nullification of the
company by omission of formalities prescribed by law, it must verify that they
have been complied with or must correct any omissions.

Formalities for publication of extracts are substantially the same as already
outlined for partnerships.

Since a corporation need not have all its capital subscribed, the authorized
capital is defined as the total amount subscribed and paid-up, as the amount with
which the company begins operations. Both amounts must be mentioned.











Shareholders' meetings called to decide upon questions of continuation or
dissolution, amendments in the statutes or increases in capital are not valid un-
less those present represent at least one half of the capital (Law 813 of February
19, 1945, reamending the two final paragraphs of Article 57 of the Commercial
Code, previously amended by Law 1041 of November 21, 1935, and Law 1145 of
August 21, 1936).

Reserves. If, after making the deductions established by law and in the
statutes, the annual net profits exceed 8 percent of the nominal capital of a
corporation, and providing a dividend of not less than that percentage has been
declared, the annual general meeting, unless otherwise stipulated in the statutes,
may provide that all or a part of the excess annual net profits be retained to form
reserves or other funds not provided by law or in the statutes (Art. 57 of the Com-
mercial Code, as amended by Law 813 of February 19, 1945).

9. Companies With Variable Capital

Article 62 of the Commercial Code states that the statutes of any company
may stipulate that the capital may be increased by subsequent payments made by
its members or the admission of new members; and may be decreased by the total
or partial repayment of funds contributed. Therefore, in the statutes of any com-
pany, whether civil or commercial, it may be stipulated that the capital may be
variable. Such companies therefore do not constitute special types, but have the
characteristics of any category to which they belong.

The aim of the law was to facilitate participation of other individuals in com-
panies requiring more capital, in such a way that they could join or leave the com-
pany at their convenience. Thus, several farmers may form a company for har-
vesting and selling their crops, and members may enter or leave the company at
will, without special formalities.

Certain rules common to such companies are:

a) Variability of the capital is essential and consists of freedom to raise
or lower the amount without prior authorization from the company and
without the requirements as to publication. But the statutes may not
stipulate that the capital may be increased yet not decreased, or vice
versa.

b) Any member may withdraw from the company at will, unless there is
a stipulation fixing certain periods for such withdrawals, in which case
authorization of the management or board of directors is required.

c) If so stipulated in the statutes a general stockholders' meeting has the
right to decide, by the same majority prescribed for amendments to the
statutes, that one or more members shall be separated from the com-
pany (Art. 62 (4), Commercial Code). This allows the company to rid
itself of members who may hinder its progress or are harmful to its
good name and credit.

d) The statutes may determine the minimum amount to which the capital
may be reduced by repayment of funds contributed. This minimum may
not be less than one tenth of the authorized capital (Art. 62 (3) of the
Commercial Code). However, the statutes may stipulate a greater


66










amount than one tenth, and the minimum must be definitely stated, as
the omission of such a clause may result in dissolution of the company.
When the capital is reduced to the minimum fixed by the statutes, no
further withdrawal of members or reduction in their shares may take
place.

e) A member who leaves a company, whether at his own will or by decision
of the general meeting, remains liable for five years to members and
third parties for all obligations existing at the time of separation. This
provision gives creditors five years after the separation to prosecute a
member but such member would be liable only to the extent of his con-
tribution if he were a stockholder or limited partner.

f) In legal action, a company of this type may be represented by its direc-
tors. This implies that a company of variable capital has juridical per-
sonality, and under this provision, notification made to a company
through a director is valid.

g) The company is not dissolved because of the death, resignation, inter-
diction, bankruptcy or insolvency of any member, but continues in full
operation with the remaining members. This is contrary to the general
principles governing companies, but permits statutes to stipulate that
in case of death of a member his heirs or representatives will continue
as members.

According to Article 62, the capital authorized in statutes shall not exceed
RD$40, 000 but may be increased by a decision of the general stockholders' meet-
ing each year; but no single increase may exceed RD$40, 000.

Shares and their coupons must be nominative, even when fully paid up. They
shall not be negotiable until after final organization of the company, and then only
by transfer in the company's register, and the statutes may authorize the board of
directors or the general stockholders to oppose such transfer.

As a special restriction applicable to variable capital companies the nominal
value of shares shall not be less than 10 pesos, whereas according to Articles 51
and 56 of the Commercial Code, as amended by Law 1041, stock-issuing partner-
ships and corporations may divide their capital into shares of 5 pesos or over.

Other rules relating to corporations apply equally to concerns with variable
capital.

10. Joint Ventures

Another special type of company is a joint venture, differing from other
partnerships and corporations. It is dealt with in Articles 47 and 48 of the Com-
mercial Code. Such associations are formed to handle certain commercial trans-
actions and not for a permanent business; the purpose, form, proportion of inter-
est and-other conditions are agreed upon between the parties concerned. Although
the Commercial Code refers to this form of business organization as an "associa-
tion" it is actually a company (sociedad) as its purpose is the realization of profits
to be divided among partners. It may be formed by a merchant who, having an op-
portunity to make a profit from the purchase and sale of a quantity of merchandise,
or some other transactions, requires financial or other assistance, agrees with
another person to participate in it, sharing in the benefits or losses; the merchant


67











who originated the undertaking handling the transaction in his own name, without
the necessity of making the partnership agreement known to third parties. Such
arrangements are not subject to provisions of Article 50 of the Commercial Code,
as are other commercial organizations, and may even be based upon verbal
agreements.

Proof of the legal existence of a joint venture may be shown by exhibiting the
books and correspondence or by oral witnesses if a court admits such testimony
(Art. 49).

A joint venture has no common capital, each party retaining the ownership
of his part of the contribution, unless otherwise agreed upon; it uses no firm name,
nor does it constitute a juridical personality distinct from its members, and cred-
itors may take action only against the individuals.

A joint venture may be formed for one or several transactions, such as a
series of operations or a certain line of business and may operate even if the
transactions are civil rather than commercial, such as the purchase and resale
of real estate, conduct of professional work, etc. It may have any number of spe-
cial features, in accordance with any terms agreed upon by the parties concerned.
The formalities of publication are dispensed with.

11. Government Supervision of Commercial and Industrial Enterprises

In the Dominican Republic there is no governmental institution charged with
supervision of the organization and operation of commercial or industrial enter-
prises. However, the Department of Repossession of Properties (Recuperaci6n
de Bienes) and the Industrial Development Corporation (Corporaci6n de Fomento
Industrial) are responsible for the supervision and control of stock companies con-
fiscated by the state, the majority of whose stock belonged to persons who enriched
themselves illegally during the administration preceding the Council of State and
present government. The stock of these companies is now state property.

12. Use of Spanish in Firm Names, etc.

Law 1918 of January 29, 1949, prohibits the use of names other than in
Spanish for all bodies, institutions, corporate groups, societies, companies, as-
sociations, syndicates, stores, shops, eating places, taverns, pharmacies, or
other entities or establishments in general, with the exception of proper names.

The prohibition covers only entities or establishments that were organized
in the Republic or that have their headquarters there and does not include branches,
agencies or other subordinate offices duly authorized by the central establishment
organized abroad or having the headquarters there.

The prohibition also includes the use, insertion or display of signs, adv6r-
tisements or placards in a foreign language, by the same entities or enterprises
cited above, unless accompanied by a translation into Spanish.

Violations are punishable by a fine of from 100 to 5000 pesos and twice these
amounts for repetition of the offense.






68










13. Cooperative Associations

Law 127 of January 27, 1964, governs the establishment and operation of
cooperative associations.

According to Article 1, a cooperative is any nonprofit society of natural and
juridical persons which:

a) Functions according to the principle of the right of equality among its
members;

b) Functions with a variable number of members, never less than fifteen,
and in accordance with regulations applicable to the different types of
cooperatives;

c) Has a variable capital and indefinite duration;

d) Does not operate for profit;

e) Grants each member a single vote;

f) Seeks the social and economic betterment of its members through their
joint action in a collective task;

g) Distributes its net income or balances among its members pro rata accord-
ing to the volume of operations of the society;

h) Maintains and applies the universal bases of the cooperative movement
known as "Rochdale Principles";

i) Does not grant any advantages or privileges to the initiators, founders,
or directors, nor preference in any part of the capital;

j) Clearly states the limited liability of each member.

Companies and individuals not subject to the provisions of the law are pro-
hibited from using in their firm name the words "cooperative", "cooperative
movement" (cooperativismo), "cooperation", or "cooperators" if this might lead
to the belief that a cooperative society was concerned.

The constitution of a cooperative society must be adopted by a general as-
sembly held by the interested parties. This assembly must expressly approve
the bylaws that shall govern the life of the cooperative and must elect members of
the boards of directors.

The approved bylaws shall contain the following provisions, among others:

a) Name and domicile of the cooperative;

b) Purpose of the cooperative, stating precisely each of its activities to be
undertaken, as well as the rules to which these shall be subject and its
possible scope of operations;

c) A system of limited liability;


6&










d) Manner of establishing or increasing the capital, the value of the certifi-
cates of contribution, manner of payment and of reimbursement of their
value, as well as the evaluation of goods and rights in the event they are
contributed (as capital);

e) Requirements for the admission, voluntary withdrawal, and exclusion of
members;

f) Manner of setting up the reserve fund, its amount, its purpose, and the
rules governing its use;

g) Duration of the fiscal year, which may not be longer than one year;

h) Rights and duties of the members, enumerating with precision and clarity
their guarantees and absolute equality;

i) Minimum paid-in capital to commence operations;

j) Manner of administering and supervising the business and establishing
the organ to do so, and defining their formation, duration, and powers
clearly and in detail;

k) Manner of convoking regular and extraordinary assemblies and the major-
ity necessary for the validity of their discussions and decisions;

1) Manner in which the personnel in charge of funds and property must
guarantee their handling;

m) Rules for the dissolution and liquidation of the cooperative;

n) Manner of transferring certificates of contribution and the limitations
imposed thereon;

o) Period within which the general assembly shall meet after the close of
a fiscal year in order to elect officers and the administrative organs of
the cooperative; to hear reports on the accounts, distribution of balances,
inventories, balances, statements, and in general, to consider any matters
over which the assembly has jurisdiction.

The call and the holding of the assembly, and the approved bylaws, must meet
the requirements indicated in Law 127 and its regulations.

Cooperatives organized in accordance with the law will be entitled to juridical
personality and other benefits by virtue of a decree of incorporation issued by the
executive power, upon application by an officer of the society, transmitted through
the Institute of Development and Cooperative Credit.

The regulations for Law 127 will indicate the requirements and full procedure
to be followed by cooperatives, both for their organization and.incorporation, and
for changing their bylaws.

A member of a cooperative is required to be of adult age or legally emanci-
pated, except in case of members of juvenile cooperatives and credit and savings
cooperatives, and to meet the requirements and conditions prescribed by law and
the bylaws of the society.

70










The direction, administration, and control of a cooperative society is en-
trusted to the: (a) general assembly; (b) board of directors; (c) supervisory board;
(d) credit committee and any committees or commissions established in the bylaws.

The general assembly is the highest organ, and its decisions obligate all mem-
bers whether present or absent. It decides on matters of importance to the society,
enumerated in Article 18.

An assembly is legally constituted by a quorum of two fifths of the active mem-
bers of the cooperative. Votes by proxy are not accepted, except in cooperatives
organized by sections or districts and in cooperatives organized by cooperatives.

The board of directors is the executive organ of the general assembly and
represents the society, and it may elect one or more managers from among mem-
bers or nonmembers, with powers and duties assigned-to them to accomplish the
aims of the society. The board consists of not less than five members, among
whom shall be the president, vice-president, treasurer, secretary, and proprie-
tary members. Two alternates, to replace those who leave office before their
term expires, may also be elected.

The members of the board of directors are elected by secret ballot, and the
bylaws fix their term of office. No term may be longer than three years and no
director may be reelected for more than two consecutive terms. The bylaws deter-
mine the number of directors who are to be replaced at each period, the manner
of their election, and all other limitations and qualifications necessary for holding
office.

The supervisory board exercises supervision of all activities of the society
and has the right of veto.

The supervisory board consists of an uneven number of members not less
than five and at least one alternate. It shall choose a chairman and secretary
from within its own body; the others shall be proprietary members. They shall
be chosen in the same manner and for the same term of office as board members.

In addition to the duties that may be assigned by the bylaws of a cooperative,
the supervisory board shall perform the duties listed in Article 30.

The supervisory board shall meet monthly, and in urgent cases, whenever
necessary. An extraordinary meeting of the supervisory board may be called by
the board of directors or by members in the manner stipulated in the bylaws.

Decisions made by the board of directors and the supervisory board may be
appealed before the general assembly. A decision rendered by the latter shall be
final. However, if the law or the bylaws of the society have been violated, injured
parties may claim their rights through appropriate judicial channels.

Law 127 provides that societies which by their nature grant credit to mem-
bers, in the form of loans or advances, whether in money, materials, equipment,
or goods, shall have a credit committee which shall be jointly and severally liable
with the board of directors and the supervisory board for the proper conduct of
the business of the society.

The credit committee shall consist of three proprietary members and one
alternate elected by the members at a regular general assembly.

71











The capital of a cooperative society shall consist of the contributions of
members, increased by any donations received and a percentage of the earnings.
Contributions may be in money, property, rights, or labor; they shall be repre-
sented by certificates which shall be nominative, indivisible, of equal value, and
transferable only by approval of the board of directors in accordance with condi-
tions specified in the bylaws. Work performed by the promoters for the purpose
of organizing the cooperative shall not be counted as a contribution.

Interest earned by each certificate of contribution or quota of the fully paid-
in capital and not withdrawn before the close of a fiscal period, shall not exceed
5 percent annually.

Each member must contribute at least the value of one certificate in the
total subscribed capital in order to be considered a member with all corresponding
rights and obligations.

Credits acquired by a cooperative shall be guaranteed by all assets it pos-
sesses, within the limitations fixed by its bylaws or by Law 127 with respect to its
liability. Creditors must exercise their rights through the directive organs of
the cooperative.

Cooperative societies must establish at least the following reserve funds:

a) Fund for cooperative education;

b) General reserve fund, which shall not be distributed among members even
in the event of dissolution of the cooperative;

c) Any other special fund in accordance with standards of accounting and
business administration, to achieve the objectives of the society.

These funds shall be reserved, with priority over payment of interest on the
capital or reimbursement of excess earnings to members. The regulations for
this law shall establish the bases, the proportion, and the use of the funds estab-
lished by (a) and (b), according to the type of cooperative concerned.

Cooperative societies shall be dissolved as provided in Article 47.

Cooperatives are classified in the following categories:

a) Consumer cooperatives;
b) Agricultural cooperatives;
c) Production and labor cooperatives;
d) Housing cooperatives;
e) Savings and credit cooperatives;
f) Insurance and health cooperatives;
g) Cooperatives with state participation;
h) Juvenile and school cooperatives;
i) Public service cooperatives.

The regulations for Law 127 shall establish the definition, sphere of action,
characteristics, and objectives of each category.





72










Cooperatives governed by Law,127 may admit foreign members who have
established their domicile in the country, in a proportion not greater than 50 per-
cent of the total membership.

All cooperatives organized under Law 127 with the exception of those for
savings and credit, and housing, may engage in commercial transactions and per-
form services for nonmembers up to a limit of 40 percent of the total volume of
business with members. Transactions with the state are considered to be with
members.

Cooperative societies may become a part of federations, and these in turn
may join the National Confederation of Cooperatives. A minimum of five cooper-
atives is sufficient to organize a federation and two federations may constitute the
National Confederation. Federations, independently from the Confederation, may,
by decision of their general assembly, join international societies or federations
of cooperatives with similar aims.

All documents relating to the organization, authorization, and registration of
cooperative societies, federations, and the National Confederation shall be exempt
from any tax. Also exempt are their earnings from transactions with members.
The regulations of Law 127 shall provide for a proportional exemption whenever
the services of outsiders produce a part of the earnings.

For the due protection and development of cooperative societies the executive
power is authorized to grant special privileges, providing specifically for exemp-
tions from customs duties and charges and consular fees on all machinery, equip-
ment, materials and goods imported directly or through third parties by cooper-
ative societies, federations, or the National Confederation, for the use of the
society concerned in the pursuit of its aims and purposes. The applications for
such exemptions are to be transmitted through the Institute of Development and
Cooperative Credit (INDECOOP) which shall see that the imported articles are
used or consumed by the organizations mentioned. Exemptions shall in no case
benefit third parties.

Cooperative societies, federations, and the National Confederation are
obligated to furnish any data and information needed and to exhibit their account
books and documents to inspectors of the Institute of Development and Cooperative
Credit, and permit access to their offices, establishments, and other premises.
If as a result of the inspections, a fact becomes known that implies a violation of
the law or injury to the interests or operations of the society or its members, the
board of directors, the supervisory board, and the members shall be notified, and
a general assembly may be called to propose measures to be adopted to correct
the irregularities noted, without prejudice to the imposition of appropriate penalties.

Persons who claim to be organized as a cooperative society with the intention
of benefiting from the advantages and privileges granted to such organizations by
the state or by third parties shall be regarded as guilty of the offense of abuse of
trust and punished as such by the penalties imposed by Article 406 of the Penal
Code.


















REGISTERS


1. Commercial Register

Articles 6 to 11 inclusive of Law 5260 of November 20, 1959, govern the com-
mercial register.

The secretaries of the chambers of commerce, agriculture, and industry are
in charge of the register. In municipalities where there are no chambers this duty
is performed by the secretaries of the municipal governments (ayuntamientos) who
report to the official chambers for proper registration and notation. The secre-
taries of the chambers send a copy of each register and of any changes to the De-
partment of Industry and Commerce, where the central register is maintained.

The registration application is made on a form prepared by the Secretary of
Industry and Commerce, and a copy of the registration is sent to the applicant free
of charge.

The commercial register is open to the public and anyone may obtain certi-
fied copies of the data contained therein by paying a 2-peso stamp tax.

Regardless of the capitalization of a business, merchants and commercial
enterprises must be registered within two months from the date they begin opera-
tions. The same period of time is allowed for changes that should be registered.

Merchants or industries dealing exclusively in handmade articles or products
which are simple and plain in nature and which because of the form and value of the
products are not considered to be formally organized industries do not have to be
registered. Moreover, the Secretary of Industry and Commerce may exempt per-
sons who trade in articles or products which because of their nature or form pre-
vent this obligation from being fulfilled.

Industrial registration. According to Article 12 of Law 5260, in addition to
the special authorization and the commercial register requirements, every indus-
try and industrial enterprise, regardless of its capital, must apply to the Depart-
ment of Industry and Commerce for a certificate of industrial registration, without
which it may not operate. The application is made on a form prepared by the De-
partment, signed by the owner, manager, or administrator of the industrial enter-
prise, accompanied by internal revenue stamps in accordance with the rate estab-
lished in Article 17 of this law.

Article 13 provides that the certificate of industrial registration is to be
posted in a visible place on the premises of the industry. If an enterprise conducts
its industrial activities in more than one location, it must post a certificate on the





74










premises in each location. As many copies as are necessary can be obtained for
this purpose. They will be issued by the Department of Industry and Commerce
upon receipt of a written application accompanied by a one-peso internal revenue
stamp for each copy requested.

Article 14 provides that the data contained in the registration shall be con-
sidered as confidential. No department of the government may divulge them, and
they may only be used for the preparation of general statistical information, with-
out mentioning any enterprise in particular, unless the holder of the certificate
authorizes, in writing, that the data be made public. Any public official or em-
ployee who divulges this information without written authority from the interested
party will be punished by dismissal from his position.

Article 15 provides that the executive branch may issue regulations for the
enforcement of this law. Up to the present time, none have been issued.

Every application for commercial or industrial registration must be accom-
panied by internal revenue stamps in proportion to the capital of the business or
enterprise, in accordance with the following scale established by Article 17:

Up to 1, 000 pesos 1.00 peso
1,001 to 3,000 2.00
3, 001 to 10, 000 3.00
10,001 to 50, 000 5.00
50,001 to 100, 000 10.00
100,001 to 200, 000 20.00
For each 100, 000 pesos or fraction thereof
in addition, in excess of 200, 000 pesos 10.00

Increases in capital that must be reported to the chief of the register in
writing pay in the same proportion.

Article 18 provides that the Department of Industry and Commerce shall be
informed, in writing, within fifteen days of the time the action takes place, of any
assignment, transfer, increase, or decrease in capital, or any transfer, exten-
sion, change, or closing of a business or industrial enterprise covered by this law.

According to Article 19, as amended by Law 6095 of November 13, 1962, any
article manufactured or made in the Dominican Republic must have stamped or
printed on it in a visible place, the industrial register number of the manufacturer,
and the following inscription: "Fabricado en la Repiblica Dominicana, /Made
in the Dominican Republic/. The Secretary of Industry and Commerce may exempt
persons from fulfilling this requirement if they can show that the nature or form of
the articles or products they manufacture make it impossible to comply with this
obligation.

Industrial regulations. Until other provisions are issued, the industrial
regulations in effect are contained in Regulations No. 9937 of May 19, 1954.

According to Article 1, by industry is meant all the material, mechanical,
and manual operations executed for the purpose of obtaining manufactured articles
and converting them from raw materials and semiprocessed objects; it also in-
cludes the 'organized transportation of any product.




75











Article 2 classifies industries in the following manner:


a) Concentrated industry-one that groups all the factors of production
together in one or more places used for that purpose;

b) Scattered or home industry-one engaged in by one person or entity
that provides raw and other materials to other persons who process
them in their respective homes; and

c) Domestic or family industry-one that is carried on in the home itself
by the members of one family.

The application for industrial registration must be made by the owner or
manager of an enterprise to the Department of Industry and Commerce, and indus-
trial enterprises must apply for their registration within fifteen days after the date
on which they start production. There is a list of the minimum data that must be
contained in the application. (Art. 3.)

No industry may engage in its activities without registering in the register
kept for that purpose by the industry section of the Department of Industry and
Commerce, within the period set forth in the regulations. When an enterprise
uses different premises within the same city for its industrial activities, the in-
dustrial certificate mentioned in Article 5 of the regulations must be posted in a
visible spot in each place. (Art. 4.)

The Department of Industry and Commerce issues to each industrial enter-
prise, in accordance with the legal provisions, a numbered certificate of its indus-
trial registration. (Art. 5.)

Home or scattered industries are to keep a register of the workers employed
(Art. 6). The remaining provisions of the regulations mention that any assignment
or transfer of the industry must be communicated to the Department of Industry
and Commerce and to the local inspector's office.

2. Register of Legal Acts

This register is governed by the Law of Civil, Judicial, and Extrajudicial
Acts of May 20, 1885. The register is maintained by the office of the civil reg-
ister and recorder of mortgages.

Every document deposited in the courts and tribunals of the country must be
registered. This registration gives a fixed date to the document so recorded.

Registration of a summons to the parties to appear before a justice of the
peace carries a fee of 50 centavos and in addition a revenue stamp for one peso
must be affixed to the document. For a summons to the parties to appear before a
civil or commercial court of first instance the registration fee is one peso plus the
revenue stamp of one peso to be affixed. For registration of a summons to the
parties to appear before a court of appeals or the Supreme Court the fee is 1. 50
pesos plus the revenue stamp of one peso.

The affixing of revenue stamps is required by Documents Tax Law, 2254 of
February 1-4, 1950.










Registration of mortgages and sales is required in order that such acts will
have legal effects with respect to third persons.

Registration of an obligation or of a judgment requires a graduated fee of 7
per mil of the amount or value of the obligation or of the judgment imposed, plus
revenue stamps to the amount indicated in the Documents Tax Law. The same fee
is required for transcription of a sale of real property. For registration of a
mortgage the fee is 5 per mil of the indicated value. On all documents mentioned
there is now an additional tax of 12 percent of the charges.

3. Civil Register

A civil registry office (Oficina del Estado Civil) exists in each municipality
of the country. A central office in Santo Domingo is headed by a director appointed
by the President of the Republic and is attached to the Office of the Attorney General.

Each official issues two originals of every registration of birth, marriage,
divorce, or death, pursuant to Article 10 of Law 659 of July 17, 1944. One copy
goes to the director of the central office and from this copies, extracts, and cer-
tificates may be issued.

The registries kept by each civil register office have numbered pages, the
first and last of which are signed and sealed by a judge of first instance of the per-
tinent judicial district. At the close of each year the official of the civil register
closes his books and sends the originals to the central office, together with a copy
of a corresponding index.

4. Other Registers

Other registers are maintained for: trademarks; commercial names; copy-
rights (propiedad literaria e intellectual ; patents; conditional sales; medicines and
cosmetics; vessels and aircraft (buques y aviones); mines; insurance agents; sales
agents; aliens (kept by the immigration office); motor vehicles; drivers' licenses;
fishing; land titles (kept by the Tribunal de Tierras for entries of all rights in real
property, encumbrances, etc.).






















77


















VIII

PUBLIC INSTRUMENTS; NOTARIES


1. The Notary Public

Notaries are officials established by law to receive acts which the parties
thereto must give or wish to give the authenticity inherent in acts of a public author-
ity, and to give them a fixed date, conserve them in their custody, and issue copies
thereof. Notaries and the services they perform are now governed by Law 301 of
June 18, 1964.

In accordance with Article 1 of Law 770 of November 8, 1927, notaries are
officials established by law to receive acts which the parties thereto must give or
wish to give the authenticity inherent in acts of a public authority, and to give them
a fixed date, conserve them in their custody, and issue copies thereof.

Notaries have the obligation to perform their services whenever these are
requested, during business hours and days, for a lawful purpose, except when a
legal reason excuses them. They must receive wills on any day and at any hour,
under penalty of removal from office, unless excused by law.

Notaries are required to reside at the place indicated for them by the Supreme
Court of Justice, but they may act within the entire area of the province in which
their residence is located, when so required and duly authorized by the court of first
instance of the district.

The functions of a notary are incompatible with any other position or employ-
ment of a judicial nature. However, if the functions of a notary are performed by
a lawyer he may also simultaneously engage in any activities inherent in the pro-
fession of a lawyer and those indicated in Article 78 (a) of the Law on Judicial
Organization.

A notary must take an oath to fulfill faithfully the obligations of his office,
before a judge of first instance of the appropriate judicial district.

According to provisions of the law relating to notarial records (protocolo), a
notary must preserve the master instrument of every act received, without excep-
tion, and must make an index of all instruments authorized by him. This index
should contain the date, nature of the act, and names of the parties and witnesses.
Notaries are responsible for the completeness and preservation of their records
and for preserving documents held in their files. If there is any deterioration for
lack of care they must be repaired at the notary's expense, with possibility of fine
or disciplinary action.










Notaries hold sealed wills in their custody in separate portfolios until they
are to be formally opened and copies issued to the heirs, or proceedings for divi-
sion and partition of the estate are begun.

2. Public Instruments

Private instruments are those drawn up by private individuals and signed by
them. A public or authentic instrument is one that has been executed by a public
official who has the right so to act in the place where the instrument is issued, and
in accordance with the formalities required by law. The public officials referred
to are: notaries, officials of the civil register, court clerks, bailiffs, and consuls
in foreign countries.

Private instruments and public instruments differ from each other with re-
spect to their form, their weight as evidence, their use and preservation, and their
executory force. The public instrument possesses executory force whereas a
private instrument does not.

As to form, a public or authentic instrument must be written in Spanish, in
a single complete text, legible and without abbreviations, blank spaces, gaps, or
interlineations. In the case of a notarial instrument it must be read by the notary
before being signed by the parties and witnesses, and if a party is unable to sign,
this must be mentioned in the document with an indication of the reason.

In a privately signed document the parties have complete liberty to give it
any convenient form. However, it should be noted that in the case of an obligation
for payment of a certain amount of money, such as a promissory note that is non-
commercial, it must be entirely in the handwriting of the signer or if it is not, the
signer must place an "approved" or similar word and state the amount in words,
both in his own hand.

For weight as evidence, public instruments are given full faith and credit
between the parties and their heirs or assigns, unless forgery is found. On the
other hand, a person who has signed a private instrument may deny his hand-
writing or signature, or his heirs or assigns can testify that they do not know the
handwriting or signature.

Public instruments must be preserved in the original "master" copy by the
notary or other public official in the form prescribed by law.

The Secretary of Justice is the official charged with legalization of public
instruments which are to take effect abroad. He certifies the correctness of the
signature of the public official who executed the document. The Secretary of
Foreign Affairs then certifies the signature of the Secretary of Justice.

The law provides that only the notary who holds the master copy may issue
copies of a public instrument, whether for executory purposes or otherwise. How-
ever, any notary may issue a nonexecutory copy of any instrument that has been de-
posited with him as the master instrument.

3. Consular Functions

By Law 716 of October 9, 1944, consular officials, within the boundaries of
their jurisdictions, act in the capacity of notaries to receive any instruments which



79











the parties thereto must or wish to make authentic (public for fulfilment or execu-
tion in the Dominican Republic). Such instruments are drawn up and completed in
accordance with the legal provisions applicable to notarial practice within the
Republic.

Documents issued by authorities or public officials functioning within the
jurisdiction of a consular official and which are intended to be exhibited to Dominican
public officials must have the signatures legalized by the consular official if they
were done in his presence or the signature was known or on file. Signatures of
private individuals must have been affixed in the presence of the consular official
if they are to be legalized.

The interested parties are responsible for the formalities of registration,
recording, and transcription of instruments. Pursuant to. Article 20 of the law
governing consular functions, the consular official who issues the first certified
copy of an instrument must inform the parties present of their obligation to comply
with these formalities.

The recording and transcription of instruments issued by a consular official
must be made at the appropriate recorder of mortgages. Registration must be
made in all cases at the office of the civil register in the Distrito Nacional (Santo
Domingo).

The law (Art. 21) imposes time limits for completing the formalities of regis-
tration and transcription. For consular officials whose jurisdiction is in one of the
American republics this limit is two months, and for other parts of the world three
months.
































80


















BANKRUPTCY AND INSOLVENCY


1. General Principles

Any merchant who ceases payment of his commercial obligations is consid-
ered to be in a state of bankruptcy, in accordance with Article 437 of the Commer-
cial Code, but no judicial suit asking for a declaration of bankruptcy is admissible
until all attempts to reach an amicable agreement in accordance with the provisions
of Law 4582 of November 3, 1962, have been exhausted.

The amicable agreement may be requested by any creditor by applying to the
Secretary of Industry and Commerce, through an official chamber of commerce.
It may also be initiated by the debtor himself when he can show that he is not in a
position to fulfill his obligations.

Upon receipt of the request, a meeting will be called, presided over by a
representative of the Department of Industry and Commerce and attended by the
president and secretary of the chamber of commerce, the creditors and the debtor.
After the credits have been examined and admitted, an agreement may be reached
between the creditors and the debtor as to a reduction in the amount of the credits
and stipulation of a period of time for payment. If no agreement is reached, pro-
ceedings for a declaration of bankruptcy of the debtor will be continued.

Fulfilment of certain conditions as to substance and as to form is necessary
for a declaration of bankruptcy. As to substance, the debtor must be a merchant
and must have ceased payment of his debts. As to form, it must be shown that
steps to arrive at an amicable agreement have been exhausted; that the bankruptcy
is declared by a judgment of a competent court; and that the formalities as to pub-
licity have been complied with.

A judgment declaring a bankruptcy implies, ipso jure, as of its date, that
the bankrupt is barred from the administration of all his property, even the part
that will belong to him while in a state of bankruptcy. The judgment should name
a provisional receiver (sfndico) entrusted with the administration of the bankruptcy.
The next meeting of creditors may confirm this appointment or name some
other person as the permanent receiver. Likewise, several persons may be
named as receivers. A commissioner (juez comisario) is also appointed, who is
a juez de instrucci6n of the pertinent judicial district. This commissioner is
charged with supervising and accelerating the bankruptcy proceedings and trans-
actions.

Two forms of bankruptcy are punishable under the Penal Code: bancarrota
simple and bancarrota fraudulent (the term quiebra applies to ordinary bank-
ruptcy whereas bancarrota for bankruptcy where there is negligence or fraudulent
intent).



81











The simple or what might be termed negligent form occurs when a bankrupt
has had excessive personal or household expenses or has gambled heavily or has
spent large sums in speculative transactions, in simulated stock exchange or sales
operations, in purchasing goods for resale below cost; also if after cessation of
payments he has paid one creditor to the prejudice of the others, if he has carried
out ruinous transactions, if he has contracted excessive obligations; if he has not
complied with formalities subsequent to a declaration of ordinary bankruptcy
(quiebra) or has not met with the receivers when required.

Bankruptcy is fraudulent when a merchant has done away with his books or
has concealed or simulated a part of his assets, if he committed frauds in public
or private instruments or in balance sheets, if he has kept his books irregularly
or not at all, prepared incorrect inventories, or has not shown the true situation
of his assets and liabilities.

2. Procedures

Following a court declaration of bankruptcy, the creditors of the bankrupt
may submit their instruments to the court clerk, showing the amount of their
claims. These will then be examined in the presence of the receiver, the com-
missioner, and the creditors, and within eight days each creditor must prove his
claim.

The amount of the assets in personal property, after deducting the costs and
expenses of administration of the bankruptcy, support allotments granted to the
bankrupt and his family, and amounts paid to privileged creditors, is to be dis-
tributed pro rata among the creditors according to the amount of their confirmed
credits.

Certain privileged credits have priority over ordinary credits. This includes
credits validly covered by a pledge. Receivers may at any time, by authorization
of the commissioner, redeem the pledges and thus pay off the amount of the debt
concerned.

Wages earned by artisans directly employed by the bankrupt during the month
preceding the declaration of bankruptcy are considered privileged creditors and the
same is true of wages owed to other employees for the six months preceding the
declaration.

Whenever a lease on buildings used in commerce or industry is rescinded,
the owner of the property has a privileged credit for the last two years of rent due
prior to the declaration, for the current year, and for all expenses connected with
execution of the contract, as well as for damages awarded by a court. In case the
contract is not rescinded, after the landlord is reimbursed for all past due rent he
may not demand payment of the current or future rent if the guarantees given at the
time of making the contract are continued or if those given after the declaration of
bankruptcy are deemed sufficient.

Creditors with a mortgage or other lien on real property are also privileged
creditors.

Whenever a distribution of the assets from real property is made before a
distribution of those from personal property, or if they are made simultaneously,
the privileged or mortgage creditors who have not been fully reimbursed from the










assets from the real property will be joined with the ordinary creditors, in the
proportion that is still due to them, for their share in the cash assets of the gen-
eral mass, insofar as their credits have been examined and confirmed according
to the regular formalities.

3. Company and Individual Liability

Whenever a general partnership is declared in bankruptcy, this includes all
the partners, since they are indefinitely and jointly and severally liable for the
company debts. In the case of a simple limited partnership, a limited partner is
not included in the bankruptcy, but a general partner is.

A bankruptcy does not extend to the shareholders in a stock company (corpo-
ration), but directors who have committed fraud during the time they have func-
tioned as such incur criminal liability.

In any declaration of bankruptcy the judge may or may not order the arrest
of the bankrupt.

4. Suspension of Payments

Before a merchant may be declared bankrupt, a suspension of payments is
indispensable. The law does not indicate what constitutes suspension of payments
but it is indicated that such condition does not mean insolvency of the debtor. Even
if a merchant has more liabilities than assets in his business he may not be de-
clared bankrupt as long as he pays what he owes when it becomes due. On the
other hand, a merchant who has more assets than liabilities but who fails to pay
a debt when it falls due may be declared bankrupt because of suspension of pay-
ments, after efforts to reach an amicable agreement have been exhausted. It is
essential that the merchant has ceased payment of commercial debts. Failure to
pay civil debts cannot lead to bankruptcy.

There is no rule concerning the amount that a merchant must owe in order
to be declared bankrupt. This is a question decided by the judge.

A retired merchant may be declared bankrupt if a cessation of payments oc-
curred prior to the date on which he closed his business. A deceased merchant
may be declared bankrupt if cessation of payments occurred prior to his death and
if the bankruptcy is declared within one year after death (Art. 437 (2) and (3) of the
Commercial Code).

After the time fixed by the court as the date of cessation of payments or dur-
ing the ten days preceding that date, any of the following acts of the debtor are null
and void and without effect on the mass of creditors: any act transferring real or
personal property by gratuitous title; any payment, in money, or by shares, sale,
setoff or other form, of debts that had not become due; all payments of debts al-
ready due made otherwise than in money or commercial goods; any conventional
or judicial mortgage, and any right of antichresis or pledge, established on prop-
erty of the debtor for debts previously contracted.

Article 21 of Law 4582 concerning attempted agreements, provides that
from the moment that a merchant debtor requests an agreement under the terms
of the law, or after he has been notified that such an agreement has been requested
by a creditor, the merchant may not contract any new obligations, and if he does
contract them, they shall be considered as without effect in relation to existing

83











creditors. This incapacity lasts until the conclusion of the proceedings for an at-
tempted agreement. Likewise, during this period the creditors may not take any
mortgage or privileged action against the debtor.

5. Foreign Bankruptcy

In order that a bankruptcy of a merchant or company declared in a foreign
country may take effect in the Dominican Republic it is necessary that the judg-
ment declaring the bankruptcy be executed in that country, in the same way as any
other court decision, in accordance with the formalities established by law, unless
exceptions have been established by international treaties.




















CONTRACTS AND OBLIGATIONS


A. General Principles

1. Definitions

An obligation is a legal relationship which makes one or more persons
obligors to one or more other persons who thereby become obligees and to whom
the former are obligated to give or do, or not give or do, some specified thing.

An obligation may be conditional, if its execution depends on some future and
uncertain event, either by suspending its effects until this occurs, or leaving it
without effect if it does or does not occur.

An obligation presumes the existence of a meeting of minds of the parties
concerned. For this, the contract is the normal source of obligations.

Article 1101 of the Civil Code defines a contract as an agreement by virtue of
which one or more persons obligate themselves with respect to one or more other
persons to give, to do, or not to do something.

A contract may be bilateral or unilateral. It is bilateral if the contracting
parties assume reciprocal obligations with respect to each other. It is unilateral
if one or more persons are obligated to one or more others without an obligation
being contracted by the latter.

A contract is commutative if each of the parties is obligated to give or to do
a thing that is considered equivalent to what the other party agrees to do or give.
A contract is aleatory if the equivalence consists in the chances of gain or loss for
each of the contracting parties, depending on the occurrence of an uncertain event.

A contract of beneficence is one in which one of the parties provides the other
with a purely gratuitous benefit. It is an onerous contract when the contracting
parties are obligated to do or give something.

Contracts and obligations are governed by Articles 1101 to 1386 of the Civil
Code.

2. Capacity of the Parties

The general rule is that any person has legal capacity to make a contract;
grounds for incapacity must be prescribed by law.











The principal categories of persons lacking legal capacity are minors and
incompetents, in those cases specified by law, and generally all individuals pro-
hibited by law from making certain kinds of contracts.

A minor or incompetent cannot refute his obligations on grounds of incapacity
except in specified cases. Persons having the capacity to obligate themselves can-
not challenge the capacity of a minor or incompetent with whom they have made a
contract.

Law 390 of December 18, 1940, provides that an adult woman, married or
single, has full legal capacity to exercise all civil rights and functions under the
same conditions as a man. Restrictions on the civil capacity of a woman that may
result from marriage are based solely on express provisions of law.

Adult age in the Dominican Republic is reached at eighteen years.

3. Civil vs. Commercial Contracts

In general, contracts are civil in character but, exceptionally, contracts
made between merchants and for commercial purposes are commercial.

The chief interest in the distinction between a civil contract and a commer-
cial contract lies in the question of the competent court in the event of a dispute
between the parties concerning execution of the contract. If it is a civil contract
it is to be governed by the rules of procedure in the civil courts, while if it is a
commercial contract the formalities governing commercial matters are applicable.


B. Contracts

1. Requirements

The following conditions are enumerated in Article 1108 as necessary in mak-
ing a contract and for its validity: consent of the party who obligates himself; his
legal capacity to make a contract; a definite object that forms the subject matter
of the agreement; and a lawful cause in the obligation.

Consent is the free and voluntary agreement between the parties to make the
contract. There is no valid consent if it has been given by mistake, influenced by
violence, or gained by deceit. Consent is not simultaneous. In order that the par-
ties reach a meeting of the minds, one of them makes an offer or request to the
other; if the latter accepts, this becomes a contract.

Acceptance is individual. It must come from the person who is accepting or
from his agent if he has granted a power of attorney for this purpose. Acceptance
may be express or tacit. Judges have full power to weigh the circumstances that
have been present as an indication of tacit acceptance.

Mistake is grounds for voidance of a contract if it concerns the actual sub-
stance of the object agreed upon. It is not if it relates to the person with whom a
contract is made, unless consideration of this person is the essential point of the
contract.




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