Commercial Agency Agreements - ACC
Commercial Agency Agreements Webinar for the CPG Group 28 June 2020 Danielle Lobo Partner, Afridi & Angell (UAE) Fatima Al Ali Partner, Hassan Radhi (Bahrain) Rakan Alyusuf Associate, Law Office of Mohanned S. Al-Rasheed in Association with Baker Botts L.L.P. (KSA)
United Arab Emirates
Key highlights of the commercial agency framework in the UAE Federal Law 18 of 1981 (as amended). The requirement to register. Selecting an agent. Use of a corporate service provider. 28 June 2020 Commercial Agency Agreements - UAE 3
Practical issues concerning commercial agencies in the UAE Issue 1: The impact of the Competition Law on registered commercial agencies UAE Federal Law No. 4 of 2012. What is a restrictive agreement? Is my registered commercial agency agreement a “restrictive agreement”? One to watch: dealings between a registered commercial agent and its subdistributors and customers. 28 June 2020 Commercial Agency Agreements - UAE 4
Practical issues concerning commercial agencies in the UAE Issue 2: The impact of the Competition Law on unregistered commercial agencies Is my unregistered agency agreement a “restrictive agreement”? Compliance. 28 June 2020 Commercial Agency Agreements - UAE 5
Practical issues concerning commercial agencies in the UAE Issue 3: Termination of a commercial agency agreement Unregistered v registered agreements. The cost of termination - tread with caution. 28 June 2020 Commercial Agency Agreements - UAE 6
Bahrain
The Commercial Agency Law in Bahrain The Commercial Agency Law applicable in Bahrain was enacted in 1992 with the latest amendments issued in 2002. Commercial Agency defined under Bahraini Law as the: “Representation of the Principal” in the distribution of goods and products, displaying them for sale or trade in exchange for profit or commission, the provision of services of any kind whatsoever including land, shipping or air transport agencies, travel and tourism agencies, services offices, insurance, printing, publishing, press and advertising agencies and firms, or any other commercial activities. Exclusion: No agency for companies which the State entities procure weapons or military equipment. 28 June 2020 Commercial Agency Agreements - Bahrain 8
Registration requirements There is a requirement to register the commercial agency contract with the Ministry of Industry, Commerce and Tourism, failing which the contract will not be subject to the provisions of the Commercial Agency Law. Any disputes arising out of the commercial agency will not be heard in accordance with the Commercial Agency Law. An unregistered contract will only give rise to private contractual rights and obligations between the parties. Note: there is a Court of Cassation judgment which concluded that the nonregistration of a commercial agency bars any dispute arising out of it from being heard by the Courts. 28 June 2020 Commercial Agency Agreements - Bahrain 9
Agent requirements A commercial agent must be Bahraini, or any form of Bahraini company with local ownership of at least 51%. There is no requirement for exclusivity pursuant to an amendment in 1998. 28 June 2020 Commercial Agency Agreements - Bahrain 10
Commercial agency contract requirements The MOICT will look for the following information in a commercial agency contract: 1. The name and nationalities of the parties; 2. The subject of the commercial agency: the goods or services, as well as the rights and obligations of the parties and the agent’s profit or commission; 3. The term and geographical scope of the agency; 4. The place of business of the parties; 5. The brand name or trademarks subject of the agency; 6. The requirement on the Agent to provide sufficient spare parts and maintenance required for the vehicles, machinery or equipment under the commercial agency; 7. The arbitration clause, if any; 8. Any other provision that does not violate the Law. 28 June 2020 Commercial Agency Agreements - Bahrain 11
Commercial agency contract requirements Discussion on practical impact: Letters of Appointment. 28 June 2020 Commercial Agency Agreements - Bahrain 12
Termination A fixed term agency ends at its expiry unless renewed by the parties. If either party wishes to renew the contract before its expiry, the Ministry refrains from striking off the agency and registering it in the name of another agent unless the parties agree to terminate. An indefinite term contract may only be terminated by agreement of the parties. In the lack of an agreement, the matter may be referred to the Ministry to decide. 28 June 2020 Commercial Agency Agreements - Bahrain 13
Compensation An agent may seek compensation for unjust termination. The Courts will look for evidence that the agent’s efforts resulted in the profitability of the principal’s products and increasing its customer base, and that the termination leads to unjust loss of profit, i.e. the decision prevents the agent from earning profits from a demonstrated market success. 28 June 2020 Commercial Agency Agreements - Bahrain 14
Dispute resolution The parties have the freedom to choose the dispute resolution forum. In the absence of an arbitration clause, the Courts of Bahrain will have jurisdiction to hear the dispute. 28 June 2020 Commercial Agency Agreements - Bahrain 15
Pricing and competition In 2018, Bahrain introduced the Competition Encouragement and Protection Law which, together with the Consumer Protection Law, prohibits anticompetitive conduct and price fixing. The Competition Law applies to extraterritorial economic activity which affects competition in Bahrain. Ministry of Industry, Commerce and Tourism, has the discretion to decide whether a conduct is considered anti-competitive. The Minister has the authority to allow exemptions if deemed to be in the public interest. 28 June 2020 Commercial Agency Agreements - Bahrain 16
Saudi Arabia
Commercial agencies regime in Saudi Arabia Scope: Applies to commercial agencies, distributorship and, until recently, franchise agreements. Registration requirements. Ministry of Commerce practices. 28 June 2020 Commercial Agency Agreements - KSA 18
Commercial agencies regime in Saudi Arabia Registration: Template commercial agency agreement (not mandatory). Exclusivity. Agent must be wholly owned and managed by Saudi national(s). Termination: Appointment of new commercial agent. Requirement to post a financial guarantee to meet judgements in favor of the old commercial agent. Blocking of imports by terminated commercial agent. 28 June 2020 Commercial Agency Agreements - KSA 19
Commercial agencies regime in Saudi Arabia Dispute resolution: Parties have freedom to determine dispute resolution mechanism (for example: litigation or arbitration – inside or outside Saudi Arabia). Different from UAE where disputes must be brought before the competent courts in the UAE. Parties must consider difficulty of enforcing a KSA court judgement against a foreign principal (outside of Arab League / GCC) and vice versa. Claimed damages: Only actual, proven damages can be awarded. Saudi courts unlikely to award punitive or consequential loss and/or damages, including lost profits. 28 June 2020 Commercial Agency Agreements - KSA 20
Commercial agencies regime in Saudi Arabia Competition Law: Saudi Competition Law may penalize parties for registering exclusive agencies in Saudi Arabia that would result in market dominance. General Authority for Competition (GAC) has been very active lately and market investigations might lead to GAC scrutinizing existing exclusive agency agreements in Saudi Arabia. GAC has broad discretion to determine whether an exclusive agency would result in market dominance or adversely impact fair market competition. Franchise Law: Applies to all franchise agreements performed in Saudi Arabia. Also applies to pre-existing franchise agreements (i.e., entered into before Franchise Law), with the exception of certain provisions of the Franchise Law. Requires registration of franchise agreement and disclosure document. Also sets out certain rights and obligations of both franchisee and franchisor. 28 June 2020 Commercial Agency Agreements - KSA 21
Questions?
Practical issues concerning commercial agencies in the UAE 28 June 2020 Commercial Agency Agreements - UAE 6. Bahrain The Commercial Agency Law applicable in Bahrain was enacted in 1992 with the latest amendments issued in 2002. Commercial Agency defined under Bahraini Law as the: "Representationof the
BA-XS-CP-880 G4 Acc. to IEC 62471/Acc. to IEC 62778/Acc. to IEC 61347-1/Acc. to EN 62031/Acc. to IEC 60598-1/Acc. to EN 55015/Acc. to EN 61547 BA-XS-CP-865 G4 Acc. to IEC 62471/Acc. to IEC 62778/Acc. to IEC 61347-1/Acc. to EN 62031/Acc. to IEC 60598-1/Acc. to EN 55015/Acc. to EN
Jul 17, 2003 · ACC 511 Financial Accounting 5110 ACC 512 Managerial Accounting Systems 5120 ACC 515 Federal Income Taxation 5150 ACC 518 Intro AIS & Databases 5180 ACC 521 Federal Income Tax II 5210 ACC 522 Auditing 5220 ACC 524 Government/Not-for-Profit Acct 5240 ACC 526 AIS: Audit & Control 5260 AC
ACC 111 Principles of Accounting I 4.00 II Lehman ACC 171 Principles of Accounting I ACC 111 Principles of Accounting I 4.00 II Lehman ACC 1000 100-Level Elective ACC 112 Principles of Accounting II 4.00 II Lehman ACC 272 Principles of Accounting II ACC 113 Princ of Intermdte Accountg 4.00 II Lehman ACC 3
55015/Acc. to EN 61547/Acc. to EN 61000-3-2/Acc. to EN 62384/Acc. to EN 62386/Acc. to IEC 62386-101:Ed2/Acc. to IEC 62386-102:Ed2/Acc. to IEC 62386-207:Ed1 Protection class II Type of protection IP20 Logistical data Commodity code 850440829000 Download Data File User instruction OPTOTRONIC L
ACC 102 Accounting Principles II Note: MCC ACC 101 ACC 102 UR ACC 201 ACC 201 Accounting Using QuickBooks ACC 110 Fundamentals of Accounting I Must complete ACC . ANT 205 Archaeology Field School ANT 216 Special Topics in Anthropology ART ART 110 Comics and Sequential Art Accepted as Intro Studio course
Advanced Commercial Controller Owner's Manual, Installation, and Programming Instructions for ACC and ACC Decoder Controllers ACC-1200 12 Station Controller, 42 Station Capacity, Metal Cabinet ACC-1200-PP 12 Station Controller, 42 Station Capacity, Plastic Pedestal ACC-99D 2-Wire Decoder Controller with 99 Station Capacity, Metal Cabinet
1443 Series Accelerometers Specifications Catalog Numbers 1443-ACC-GP series, 1443-ACC-VO series, 1443-ACC-IS series, 1443-ACC-AT series, 1443-ACC-LF-T, 1443-ACC-HF-T Summary of Changes . Portable Data Collector an d Permanently Installed Accelerometers Figure 3 - Portable Data Collector and Accelerometer
AAT Advanced Diploma in Accounting Synoptic Assessment – SAMS – Assessment book 2 Notes for students and training providers This is a sample assessment and mark scheme which is reflective of the question types, depth of content coverage, the level of demand, duration and mark allocation of tasks that will be in the live assessment It is not designed to be used on its own to determine .
