You are using an outdated browser and your browsing experience will not be optimal. Please update to the latest version of Microsoft Edge, Google Chrome or Mozilla Firefox. Install Microsoft Edge

June 24, 2016

New Procedures to Record Exclusive Distributorships in Cambodia

Subscribe to Updates

On May 31, 2016, the Ministry of Commerce introduced a Prakas  (regulation) on the Procedures to Record and File Permission Letters for Imported Goods Bearing Exclusive Trademarks. For the first time, this regulation sets out the procedures to register an exclusive distributorship at the Department of Intellectual Property Rights (DIPR).

Under the Prakas, an exclusive distributorship provides the right to a trademark owner or distributor to import and distribute goods that bear a trademark registered in Cambodia. An exclusive distributorship must be registered at the DIPR for the trademark owner or distributor to enforce their rights against third parties.

A critical feature of the Prakas  that trademark owners and distributors must be aware of is that approval letters issued by the DIPR before the Prakas  was introduced, which lack an express validity period, will become null and void on June 30, 2016—30 days after the Prakas  entered into force. These distribution agreements must be re-registered.

Another notable aspect of the Prakas  is its limited scope. It only applies to goods that: (1) bear a registered trademark; (2) are genuine, noncounterfeit goods; and (3) are new goods, which are not secondhand. Pharmaceutical products were not included in the Prakas.

The Prakas  also introduces provisions related to parallel imports for the first time. Under the Prakas, if a trademark owner or distributor has registered an exclusive distributorship, they can take enforcement actions against parallel imports.

But it is important to note that the regulation does not clarify the actual process to take an enforcement action against parallel imports. The DIPR and Customs may enact provisions that follow previous practice. Before this regulation was introduced, in order to take an enforcement action against parallel imports, a trademark owner or distributor must have successfully registered an exclusive distributorship. The DIPR would then issue an approval letter. On their request, the DIPR would forward a copy of that letter to the Customs Department, which would monitor parallel imports entering the country.

In addition, under the Prakas, the DIPR’s approval letter for an exclusive distributorship agreement is valid for two years. The trademark owner and distributor must renew the approval letter no earlier than three months before the expiry date.

The Prakas  sets out a number of important requirements and procedures to register an exclusive distributorship, as follows:

  • The distributor must be incorporated in Cambodia.
  • To register an exclusive distributorship, the trademark owner and distributor must use a short-form template provided by the DIPR. In this template, the trademark owner assigns the exclusive distributor. This template must be signed by the trademark owner and certified by a notary public or competent authority.
  • The trademark certificates must be attached to the short-form template together with a letter from either the trademark owner or the distributor requesting registration of the exclusive distributorship.
  • Trademark owners or distributors must file the short-form template and additional documentation within three months from signing the template.
  • If the registered distributor wants to completely or partially transfer its exclusive rights, it must obtain written consent from the trademark owner.
  • If an exclusive distributorship is registered with the DIPR, another exclusive distributorship covering the same trademark-bearing goods may not be registered unless the first distributorship has expired.
  • To register an exclusive distributorship over goods bearing the same trademark in different classes of goods, a separate short-form template must be filed that appoints an exclusive distributorship for each class.

While the Prakas  is a positive step forward, many requirements need further clarification. Once the DIPR clarifies these requirements, trademark owners and distributors will be able to enforce their rights more effectively, and it will instill greater confidence in investors.

Related Professionals

Practices

Corporate/M&A

Intellectual Property

Location

RELATED INSIGHTS​ 

August 20, 2026
Vietnam’s Law on Bankruptcy and Rehabilitation No. 142/2025/QH15, passed by the National Assembly on December 11, 2025, does something many regional counterparts do not yet attempt: it instructs parties and arbitral tribunals on exactly what happens to an arbitration once a debtor becomes insolvent. Together with the Law on Commercial Arbitration No. 54/2010/QH12, the new law improves upon what used to be an uncertain area of practice, now providing an explicit, mandatory sequence of procedures. Suspension and Termination of Arbitration Proceedings Under article 40(2) of the law, once a Vietnamese court accepts a bankruptcy petition, any arbitration that concerns the debtor’s financial obligations must be temporarily suspended as soon as the tribunal receives the court’s notification. If the court subsequently issues a decision commencing bankruptcy proceedings, article 59(2) takes a further step: the suspended arbitration is terminated outright, and the underlying case file is transferred to the court handling the insolvency for resolution. The two provisions work as a sequence: first suspension, then termination and transfer, rather than as independent triggers. Meanwhile, article 60(4) reinforces this effect by vesting the bankruptcy court with exclusive jurisdiction over all claims against the debtor from the date the petition is accepted. Notably, this mechanism operates automatically, without the need for the insolvency court to issue a separate anti-arbitration order. The tribunal simply suspends or terminates the proceeding by operation of law once notified; however, Vietnamese law currently provides no procedure by which a party can apply to the insolvency court for permission to continue the arbitration despite the statutory effect. Practitioners with a Vietnamese counterparty in arbitration should treat notification of a bankruptcy filing as something to flag to the tribunal immediately since continuing to arbitrate a claim that has become subject to article 40(2) or 59(2) risks producing an award vulnerable
Read More
August 20, 2026
Thai law contains no provision that speaks directly to what happens to an arbitration when one of the parties becomes insolvent. The interaction between arbitration and insolvency is derived instead from the general operation of two separately drafted laws: the Bankruptcy Act B.E. 2483 (1940) and the Arbitration Act B.E. 2545 (2002). Because Thai courts have had few opportunities to interpret how these two statutes apply together, the practical answer to many questions, such as who represents an insolvent party in arbitration, whether an award will be enforced, and what happens to a foreign proceeding, depends on inference from general principles of insolvency, arbitration, and procedural law rather than on settled rules. Liquidation and Restructuring The Bankruptcy Act governs both liquidation, which winds up a debtor’s affairs, and restructuring (rehabilitation), which aims to preserve a business. The consequences for arbitration differ accordingly. In liquidation, the debtor’s assets vest in the official receiver, who alone can conduct or continue any arbitration affecting the estate; the debtor loses the authority to act on its own behalf. In restructuring, the plan preparer or administrator takes over that role, but there is more room for the debtor to remain involved, since the objective of rehabilitation is to keep the business operational. Restructuring carries an automatic stay that takes effect once the Bankruptcy Court accepts the restructuring petition. This stay can halt an arbitration regardless of where it is seated. In contrast, liquidation does not work through a stay; instead, the debtor’s loss of authority over its own assets and disputes is what constrains the arbitration. Neither proceeding provides a party a formal route to apply for permission to continue arbitrating—the Bankruptcy Act contains no such mechanism—though in restructuring cases the Bankruptcy Court may allow proceedings to continue where doing so will not prejudice
Read More
August 20, 2026
As part of its membership in Lex Mundi, Tilleke & Gibbins has released the latest edition of its Guide to Doing Business in Thailand, providing an overview of the legal, regulatory, and commercial considerations for companies establishing or expanding operations in Thailand. The 2026 edition offers practical insight into the country’s business environment, investment framework, and operational requirements. The guide covers a wide range of topics relevant to foreign and domestic investors, including: Investment incentives and promotion schemes Financial facilities and banking regulations Exchange controls and money transfers Import and export regulations Business structures and incorporation options Requirements for establishing a business Operational and compliance considerations Business cessation and insolvency procedures Employment and labor laws Taxation Immigration and visa requirements Prepared by Tilleke & Gibbins lawyers across multiple practice areas, the publication outlines key aspects of doing business in Thailand, including foreign investment restrictions, regulatory compliance obligations, corporate structures, employment requirements, and recent legal and economic developments affecting investors. The publication forms part of Lex Mundi’s Country Guides series, a global collection of jurisdiction-specific reference materials prepared by member firms around the world. Together, these guides help companies evaluate opportunities, compare regulatory environments, and plan international business activities across multiple markets. The full Guide to Doing Business in Thailand 2026 is available through the button below.
Read More
August 18, 2026
The Bank of Thailand (BOT) is seeking public comment on proposed amendments that would significantly expand know-your-customer (KYC) and customer due diligence (CDD) requirements for cash-related transactions at financial institutions (FIs) and specialized financial institutions (SFIs). Released on August 5, 2026, the proposed regulation would supersede BOT Notification No. 16/2569, which focused primarily on cash withdrawal transactions. The public comment period is open through September 3, 2026. The amendments reflect concerns that FIs and SFIs may be used to facilitate the movement, concealment, and conversion of criminal proceeds, potentially damaging institutional operations and public confidence in the financial system. Expanded Scope of Covered Transactions The most significant change is the broadening of the definition of “cash-related transactions.” Previously, the regulation covered only cash withdrawals and uncrossed check withdrawals. The amended regulation extends coverage to include: Cash deposits, check deposits, or receipt of funds from the public not in the form of deposit accounts; Thai baht (THB) banknote exchange (different denominations); Receipt of cash for issuing checks and drafts; and Purchase, sale, or exchange of foreign banknotes. Mandatory Identity Verification and Risk Management For all cash-related transactions, FIs and SFIs must require customers, or authorized or delegated persons, to present identification or verify their identity before every transaction, including one-time (walk-in) transactions. Specific identification requirements vary by transaction type, customer nationality, and channel (branch vs. electronic). FIs and SFIs must also establish comprehensive risk management processes and procedures for cash-related transactions. These requirements include identifying customers or authorized representatives in accordance with transaction-specific verification standards, analyzing customer behavior, implementing risk-management measures proportionate to the customer’s risk profile, and recording abnormal behavior in relevant systems. The BOT also encourages institutions to proactively guide customers toward transaction channels that offer greater traceability than cash. For corporate customers in high-risk business sectors—including foreign
Read More