Decree Law No. 128/2019
- Issuer: Presidency of the Council of Ministers
- Diploma Type: Decree Law
- Number: 128/2019
- Pages: 18 - 30
Summary in plain english
This decree-law amends the regime applicable to individual restrictive trade practices (PIRC).
PIRC means certain conducts contrary to good faith and fair dealing between companies, which may negatively affect transparency and the balance of bargaining positions between economic operators, namely:
- Where a company offers, in relation to another company, prices, conditions of sale or payment, which require the granting of a benefit not proportional to the transaction in question, or to the value of the services provided;
- Where a company imposes unilaterally defined conditions on the other in its business relationship;
- Where a company sells goods to the consumer or to another company at a value lower than the price at which they were purchased, deducting all the discounts and payments received.
This regime now applies to commercial practices that occur in Portugal and not only to those that occur between companies established in our country.
The principle of reciprocity is introduced in contracts and agreements between companies.
It provides for the obligation to reduce in writing all negotiating documents (such as price lists, sales conditions, supply contracts) and to keep them for a period of 3 years, in physical or digital archive.
Business practice consisting of providing for exorbitant contractual penalties in relation to general contractual clauses, as well as for compensatory measures that are not effective and proportional, is prohibited, namely the issuance of credit and debit notes in a period longer than three months from the date of the invoice to which they refer.
The deduction by a company of amounts due for the supply of goods or services from the amounts invoiced by a company in relation to another company shall be prohibited, if the reasons to which they relate are not properly disclosed and the other party gives an adverse and reasoned opinion within a period of 25 days.
The prohibition of some practices aimed at micro or small enterprises, which were only applicable to the agri-food sector, is extended to all sectors of activity, giving the same level of protection to all small companies.
It is clarified that economic operators (producers and manufacturers, for example) are not only obliged to have price lists with the conditions of sale but are also obliged to provide them on request.
As a matter of urgency, ASAE now has the power to initiate actions to prevent abusive business practices that may affect the normal functioning of the market and jeopardise the public interest.
Confidentiality of complainants (e.g. companies or business associations) is guaranteed for prohibited restrictive practices.What advantages does it bring?
It enhances the transparency in trade relations and the balance of negotiating positions between economic operators.
It ensures greater systemic cohesion between competition regimes and individual trade restrictive practices.
It strengthens the ASAE's capacity to operate, monitor and investigate.When does it enter into force?
This decree-law enters into force 60 days after its publication.