CHAPTER VII

CHAPTER VII：NULLITY AND CANCELLATION OF THE BREEDER'S RIGHT

Article 21：Nullity of the Breeder's Right

(1)[Reasons of nullity]
Each Contracting Party shall declare a breeder's right granted by it null and void when it is established

(i) that the conditions laid down in Article 6 or Article 7 were not complied with at the time of the grant of the breeder's right,

(ii) that, where the grant of the breeder's right has been essentially based upon information and documents furnished by the breeder, the conditions laid down in Article 8 or Article 9 were not complied with at the time of the grant of the breeder's right, or

(iii) that the breeder's right has been granted to a person who is not entitled to it, unless it is transferred to the person who is so entitled.

(2)[Exclusion of other reasons]
No breeder's right shall be declared null and void for reasons other than those referred to in paragraph (1).

Article 22：Cancellation of the Breeder's Right

(1)[Reasons for cancellation]

(a) Each Contracting Party may cancel a breeder's right granted by it if it is established that the conditions laid down in Article 8 or Article 9 are no longer fulfilled.

(b) Furthermore, each Contracting Party may cancel a breeder's right granted by it if, after being requested to do so and within a prescribed period,

(i) the breeder does not provide the authority with the information, documents or material deemed necessary for verifying the maintenance of the variety,

(ii) the breeder fails to pay such fees as may be payable to keep his right in force, or

(iii) the breeder does not propose, where the denomination of the variety is cancelled after the grant of the right, another suitable denomination.

(2)[Exclusion of other reasons]
No breeder's right shall be cancelled for reasons other than those referred to in paragraph (1).

CHAPTER VIII：THE UNION

Article 23：Members

The Contracting Parties shall be members of the Union.

Article 24：Legal Status and Seat

(1)[Legal personality]
The Union has legal personality.

(2)[Legal capacity]
The Union enjoys on the territory of each Contracting Party, in conformity with the laws applicable in the said territory, such legal capacity as may be necessary for the fulfillment of the objectives of the Union and for the exercise of its functions.

(3)[Seat]
The seat of the Union and its permanent organs are at Geneva.

(4)[Headquarters agreement]
The Union has a headquarters agreement with the Swiss Confederation.

Article 25：Organs

The permanent organs of the Union are the Council and the Office of the Union.

Article 26：The Council

(1)[Composition]
The Council shall consist of the representatives of the members of the Union. Each member of the Union shall appoint one representative to the Council and one alternate. Representatives or alternates may be accompanied by assistants or advisers.

(2)[Officers]
The Council shall elect a President and a first Vice-President from among its members. It may elect other Vice-Presidents. The first Vice-President shall take the place of the President if the latter is unable to officiate. The President shall hold office for three years.

(3)[Sessions]
The Council shall meet upon convocation by its President. An ordinary session of the Council shall be held annually. In addition, the President may convene the Council at his discretion; he shall convene it, within a period of three months, if one-third of the members of the Union so request.

(4)[Observers]
States not members of the Union may be invited as observers to meetings of the Council. Other observers, as well as experts, may also be invited to such meetings.

(5)[Tasks]
The tasks of the Council shall be to:

(i) study appropriate measures to safeguard the interests and to encourage the development of the Union;

(ii) establish its rules of procedure;

(iii) appoint the Secretary-General and, if it finds it necessary, a Vice Secretary-General and determine the terms of appointment of each;

(iv) examine an annual report on the activities of the Union and lay down the programme for its future work;

(v) give to the Secretary-General all necessary directions for the accomplishment of the tasks of the Union;

(vi) establish the administrative and financial regulations of the Union;

(vii) examine and approve the budget of the Union and fix the contribution of each member of the Union;

(viii) examine and approve the accounts presented by the Secretary-General;

(ix) fix the date and place of the conferences referred to in Article 38 and take the measures necessary for their preparation; and

(x) in general, take all necessary decisions to ensure the efficient functioning of the Union.

(6)[Votes]

(a) Each member of the Union that is a State shall have one vote in the Council.

(b) Any Contracting Party that is an intergovernmental organization may, in matters within its competence, exercise
the rights to vote of its member States that are members of the Union. Such an intergovernmental organization shall not exercise the rights to vote of its member States if its member States exercise their right to vote, and vice
versa.

(7)[Majorities]
Any decision of the Council shall require a simple majority of the votes cast, provided that any decision of the Council under paragraph (5)(ii), paragraph (5)(vi) and paragraph (5)(vii) and under Article 28(3), Article 29(5)(b) and Article 38(1) shall require three-fourths of the votes cast. Abstentions shall not be considered as votes.

Article 27：The Office of the Union

(1)[Tasks and direction of the Office]
The Office of the Union shall carry out all the duties and tasks entrusted to it by the Council. It shall be under the direction of the Secretary-General.

(2)[Duties of the Secretary-General]
The Secretary-General shall be responsible to the Council; he shall be responsible for carrying out the decisions of the Council. He shall submit the budget of the Union for the approval of the Council and shall be responsible for its implementation. He shall make reports to the Council on his administration and the activities and financial position of the Union.

(3)[Staff]
Subject to the provisions of Article 26(5)(iii), the conditions of appointment and employment of the staff necessary for the efficient performance of the tasks of the Office of the Union shall be fixed in the administrative and financial regulations.

Article 28：Languages

(1)[Languages of the Office]
The English, French, German and Spanish languages shall be used by the Office of the Union in carrying out its duties.

(2)[Languages in certain meetings]
Meetings of the Council and of revision conferences shall be held in the four languages.

(3)[Further languages]
The Council may decide that further languages shall be used.

Article 29：Finances

(1)[Income]
The expenses of the Union shall be met from

(i) the annual contributions of the States members of the Union,

(ii) payments received for services rendered,

(iii) miscellaneous receipts.

(2)[Contributions: units]

(a) The share of each State member of the Union in the total amount of the annual contributions shall be determined
by reference to the total expenditure to be met from the contributions of the States members of the Union and to the
number of contribution units applicable to it under paragraph (3). The said share shall be computed according to paragraph (4).

(b) The number of contribution units shall be expressed in whole numbers or fractions thereof, provided that no
fraction shall be smaller than one-fifth.

(3)[Contributions: share of each member]

(a) The number of contribution units applicable to any member of the Union which is party to the Act of 1961/1972
or the Act of 1978 on the date on which it becomes bound by this Convention shall be the same as the number applicable to it immediately before the said date.

(b) Any other State member of the Union shall, on joining the Union, indicate, in a declaration addressed to the Secretary-General, the number of contribution units applicable to it.

(c) Any State member of the Union may, at any time, indicate, in a declaration addressed to the Secretary-General, a
number of contribution units different from the number applicable to it under subparagraph (a) or subparagraph (b).
Such declaration, if made during the first six months of a calendar year, shall take effect from the beginningof the subsequent calendar year; otherwise, it shall take effect from the beginning of the second calendar year which follows the year in which the declaration was made.

(4)[Contributions: computation of shares]

(a) For each budgetary period, the amount corresponding to one contribution unit shall be obtained by dividing the
total amount of the expenditure to be met in that period from the contributions of the States members of the Union by the total number of units applicable to those States members of the Union.

(b) The amount of the contribution of each State member of the Union shall be obtained by multiplying the amount
corresponding to one contribution unit by the number of contribution units applicable to that State member of the Union.

(5)[Arrears in contributions]

(a) A State member of the Union which is in arrears in the payment of its contributions may not, subject to subparagraph (b), exercise its right to vote in the Council if the amount of its arrears equals or exceeds the amount of the contribution due from it for the preceding full year. The suspension of the right to vote shall not relieve such State member of the Union of its obligations under this Convention and shall not deprive it of any other rights thereunder.

(b) The Council may allow the said State member of the Union to continue to exercise its right to vote if, and as long
as, the Council is satisfied that the delay in payment is due to exceptional and unavoidable circumstances.

(6)[Auditing of the accounts]
The auditing of the accounts of the Union shall be effected by a State member of the Union as provided in the administrative and financial regulations. Such State member of the Union shall be designated, with its agreeement, by the Council.

(7)[Contributions of intergovernmental organizations]
Any Contracting Party which is an intergovernmental organization shall not be obliged to pay contributions. If, nevertheless, it chooses to pay contributions, the provisions of paragraph (1) to paragraph (4) shall be applied accordingly.

CHAPTER IX：IMPLEMENTATION OF THE CONVENTION; OTHER AGREEMENTS

Article 30：Implementation of the Convention

(1)[Measures of implementation]
Each Contracting Party shall adopt all measures necessary for the implementation of this Convention; in particular, it shall:

(i) provide for appropriate legal remedies for the effective enforcement of breeders' rights;

(ii) maintain an authority entrusted with the task of granting breeders' rights or entrust the said task to an authority maintained by another Contracting Party;

(iii) ensure that the public is informed through the regular publication of information concerning

applications for and grants of breeders' rights, and

proposed and approved denominations.

(2)[Conformity of laws]
It shall be understood that, on depositing its instrument of ratification, acceptance, approval or accession, as the case may be, each State or intergovernmental organization must be in a position, under its laws, to give effect to the provisions of this Convention.

Article 31：Relations Between Contracting Parties and States Bound by Earlier Acts

(1)[Relations between States bound by this Convention]
Between States members of the Union which are bound both by this Convention and any earlier Act of the Convention, only this Convention shall apply.

(2)[Possible relations with States not bound by this Convention]
Any State member of the Union not bound by this Convention may declare, in a notification addressed to the Secretary-General, that, in its relations with each member of the Union bound only by this Convention, it will apply the latest Act by which it is bound. As from the expiration of one month after the date of such notification and until the State member of the Union making the declaration becomes bound by this Convention, the said member of the Union shall apply the latest Act by which it is bound in its relations with each of the members of the Union bound only by this Convention, whereas the latter shall apply this Convention in respect of the former.

Article 32：Special Agreements

Members of the Union reserve the right to conclude among themselves special agreements for the protection of varieties, insofar as such agreements do not contravene the provisions of this Convention.

CHAPTER X：FINAL PROVISIONS

Article 33：Signature

This Convention shall be open for signature by any State which is a member of the Union at the date of its adoption. It shall remain open for signature until March 31, 1992.

Article 34：Ratification, Acceptance or Approval; Accession

(1)[States and certain intergovernmental organizations]

(a) Any State may, as provided in this Article, become party to this Convention.

(b) Any intergovernmental organization may, as provided in this Article, become party to this Convention if it

(i) has competence in respect of matters governed by this Convention,

(ii) has its own legislation providing for the grant and protection of breeders' rights binding on all its member States and

(iii) has been duly authorized, in accordance with its internal procedures, to accede to this Convention.

(2)[Instrument of adherence]
Any State which has signed this Convention shall become party to this Convention by depositing an instrument of ratification, acceptance or approval of this Convention. Any State which has not signed this Convention and any intergovernmental organization shall become party to this Convention by depositing an instrument of accession to this Convention. Instruments of ratification, acceptance, approval or accession shall be deposited with the Secretary-General.

(3)[Advice of the Council]
Any State which is not a member of the Union and any intergovernmental organization shall, before depositing its instrument of accession, ask the Council to advise it in respect of the conformity of its laws with the provisions of this Convention. If the decision embodying the advice is positive, the instrument of accession may be deposited.

Article 35：Reservations

(1)[Principle]
Subject to paragraph (2), no reservations to this Convention are permitted.

(2)[Possible exception]

(a) Notwithstanding the provisions of Article 3(1), any State which, at the time of becoming party to this Convention, is a party to the Act of 1978 and which, as far as varieties reproduced asexually are concerned, provides for protection by an industrial property title other than a breeder's right shall have the right to continue to do so without applying this Convention to those varieties.

(b) Any State making use of the said right shall, at the time of depositing its instrument of ratification, acceptance,
approval or accession, as the case may be, notify the Secretary-General accordingly. The same State may, at any time, withdraw the said notification.

Article 36：Communications Concerning Legislation and the Genera and Species Protected; Information to be Published

(1)[Initial notification]
When depositing its instrument of ratification, acceptance or approval of or accession to this Convention, as the case may be, any State or intergovernmental organization shall notify the Secretary-General of

(i) its legislation governing breeder's rights and

(ii) the list of plant genera and species to which, on the date on which it will become bound by this Convention, it will apply the provisions of this Convention.

(2)[Notification of changes]
Each Contracting Party shall promptly notify the Secretary-General of

(i) any changes in its legislation governing breeders' rights and

(ii) any extension of the application of this Convention to additional plant genera and species.

(3)[Publication of the information]
The Secretary-General shall, on the basis of communications received from each Contracting Party concerned, publish information on

(i) the legislation governing breeders' rights and any changes in that legislation, and

(ii) the list of plant genera and species referred to in paragraph (1)(ii) and any extension referred to in paragraph (2)(ii).

Article 37：Entry into Force; Closing of Earlier Acts

(1)[Initial entry into force]
This Convention shall enter into force one month after five States have deposited their instruments of ratification, acceptance, approval or accession, as the case may be, provided that at least three of the said instruments have been deposited by States party to the Act of 1961/1972 or the Act of 1978.

(2)[Subsequent entry into force]
Any State not covered by paragraph (1) or any intergovernmental organization shall become bound by this Convention one month after the date on which it has deposited its instrument of ratification, acceptance, approval or accession, as the case may be.

(3)[Closing of the 1978 Act]
No instrument of accession to the Act of 1978 may be deposited after the entry into force of this Convention according to paragraph (1), except that any State that, in conformity with the established practice of the General Assembly of the United Nations, is regarded as a developing country may deposit such an instrument until December 31, 1995, and that any other State may deposit such an instrument until December 31, 1993, even if this Convention enters into force before that date.

Article 38：Revision of the Convention

(1)[Conference]
This Convention may be revised by a conference of the members of the Union. The convocation of such conference shall be decided by the Council.

(2)[Quorum and majority]
The proceedings of a conference shall be effective only if at least half of the States members of the Union are represented at it. A majority of three-quarters of the States members of the Union present and voting at the conference shall be required for the adoption of any revision.

Article 39：Denunciation

(1)[Notifications]
Any Contracting Party may denounce this Convention by notification addressed to the Secretary-General. The Secretary-General shall promptly notify all members of the Union of the receipt of that notification.

(2)[Earlier Acts]
Notification of the denunciation of this Convention shall be deemed also to constitute notification of the denunciation of any earlier Act by which the Contracting Party denouncing this Convention is bound.

(3)[Effective date]
The denunciation shall take effect at the end of the calendar year following the year in which the notification was received by the Secretary-General.

(4)[Acquired rights]
The denunciation shall not affect any rights acquired in a variety by reason of this Convention or any earlier Act prior to the date on which the denunciation becomes effective.

Article 40：Preservation of Existing Rights

This Convention shall not limit existing breeders' rights under the laws of Contracting Parties or by reason of any earlier Act or any agreement other than this Convention concluded between members of the Union.

Article 41：Original and Official Texts of the Convention

(1)[Original]
This Convention shall be signed in a single original in the English, French and German languages, the French text prevailing in case of any discrepancy among the various texts. The original shall be deposited with the Secretary-General.

(2)[Official texts]
The Secretary-General shall, after consultation with the interested Governments, establish official texts of this Convention in the Arabic, Dutch, Italian, Japanese and Spanish languages and such other languages as the Council
may designate.

Article 42：Depositary Functions

(1)[Transmittal of copies]
The Secretary-General shall transmit certified copies of this Convention to all States and intergovernmental organizations which were represented in the Diplomatic Conference that adopted this Convention and, on request, to any other State or intergovernmental organization.

(2)[Registration]
The Secretary-General shall register this Convention with the Secretariat of the United Nations.

Resolution on Article 14(5)

The Diplomatic Conference for the Revision of the International Convention for the Protection of New Varieties of Plants held from March 4 to 19, 1991, requests the Secretary-General of UPOV to start work immediately after the Conference on the establishment of draft standard guidelines, for adoption by the Council of UPOV, on essentially derived varieties.

Recommendation Relating to Article 15(2)

The Diplomatic Conference recommends that the provisions laid down in Article 15(2) of the International Convention for the Protection of New Varieties of Plants of December 2, 1961, as Revised at Geneva on November 10, 1972, on October 23, 1978, and on March 19, 1991, should not be read so as to be intended to open the possibility of extending the practice commonly called "farmer's privilege" to sectors of agricultural or horticultural production in which such a privilege is not a common practice on the territory of the Contracting Party concerned.

Common Statement Relating to Article 34

The Diplomatic Conference noted and accepted a declaration by the Delegation of Denmark and a declaration by the
Delegation of the Netherlands according to which the Convention adopted by the Diplomatic Conference will not, upon its ratification, acceptance, approval or accession by Denmark or the Netherlands, be automatically applicable, in the case of Denmark, in Greenland and the Faroe Islands and, in the case of the Netherlands, in Aruba and the Netherlands Antilles. The said Convention will only apply in the said territories if and when Denmark or the Netherlands, as the case may be, expressly so notifies the Secretary-General.