Service line 03
Going abroad multiplies the contracts you sign, the jurisdictions that reach you and the rules you have to meet. This service line exists so that growth does not turn into a liability. It is provided by BIDA, SL as a consultancy, led by Sara Melià Margañón, a qualified lawyer admitted to the Barcelona Bar Association (ICAB) and specialising in international law.
A compliance programme is not a document: it is a system that has to stand up on the day somebody challenges it.
Designed and implemented under article 31 bis of the Spanish Criminal Code. A programme that is effective and genuinely applied can exempt or mitigate the criminal liability of the company; one drafted and left in a drawer cannot.
Identification of the real risks of your activity and your sector, with controls proportionate to the size of the company. Neither a multinational programme for an SME, nor a generic form for a specific risk.
Implementation of the internal reporting channel required by Spanish Law 2/2023, mandatory for companies from fifty employees upwards, together with the handling procedure and the safeguards protecting the reporter.
Drafting the code of conduct and training the team. A control the workforce does not know about is not a control, and that is how it will be judged if it ever has to be defended.
Definition of responsibilities, reporting regime and periodic review of the system, with the documentary traceability contemplated by the UNE 19601 standard.
Alignment with the GDPR and Spanish LOPDGDD: record of processing activities, processor agreements, information notices and responses to data subject requests.
Once an operation crosses a border, two questions are best answered before signing rather than after: which law applies, and who decides if something goes wrong.
Distribution, agency and international sale of goods agreements, with particular attention to duration, termination grounds and goodwill indemnity, which is where the litigation concentrates.
Drafting the clauses that determine which law governs the contract and which courts or arbitral tribunal resolve it. Two lines that completely change the position of whoever brings the claim.
The Incoterm decides who bears transport, insurance and customs formalities, and at what point risk changes hands. Here both of our other service lines work on the same document.
Structuring and negotiating corporate and collaboration agreements with foreign partners, including the letter of intent and confidentiality stage.
Preventing and managing conflicts with clients, distributors or suppliers in other countries. The work concentrates on keeping the dispute out of court, which is where it stops being cheap.
Entry into the Israeli market is usually structured through distribution or agency agreements. Being able to negotiate them in Hebrew and draft them with legal judgement is an uncommon advantage.
These services are provided by BIDA, SL as a consultancy. Where a matter calls for legal representation before courts or arbitral tribunals, we coordinate it with the appropriate firm or practitioner, without you losing the thread of the file.
Most companies hire logistics from one place, export support from another, and a lawyer once there is already a problem. Here the distribution agreement is drafted by someone who knows the destination market, and the Incoterm is chosen by someone who has spent twenty-six years moving goods. Nobody has to have the business explained to them, and nobody passes responsibility to the person next door.
An international distribution agreement is negotiated once and endured for years. It is worth reading carefully first.