The most frequent issues we are currently facing in the context of international sales of goods between companies (B2B) are the following:
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Claims of defects, often unfounded or made in bad faith.
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Prescription of actions (i.e., limitation periods).
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Late deliveries.
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Damages caused by the goods sold.
Spain has ratified the Vienna Convention on the International Sale of Goods (CISG), and Spanish courts are gradually becoming more accustomed to applying this legal framework, which they tended to avoid in past years.
Spain – Reduction of the Statute of Limitations for Commercial Claims
The statute of limitations for commercial claims in Spain, including those arising from the sale of goods, has been reduced from 15 to 5 years.
Sales invoices issued after October 7, 2015, are subject to the 5-year statute of limitations, unless special limitation periods apply, such as:
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Actions based on negotiable instruments (e.g. cheques, promissory notes, bills of exchange);
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Limitation periods established by regional civil law, such as Catalan Civil Law, if applicable to the contractual relationship.
From now on, the 5-year limitation period must be taken into account, which is significantly shorter than the previous 15 years.
This information is not primarily relevant to sales from Italy to Spain, since Italian law typically applies in those cases. However, it is especially important for sales carried out by a Spanish subsidiary or branch of a foreign company operating in Spain.
