Agency Agreements for Bahrain

Appointing a Commercial Agent or Distributor in Bahrain

Many U.S. manufacturers and brand owners enter Bahrain through a local commercial agent or distributor rather than an office of their own. The agreement that appoints them is the foundation of that relationship, and in Bahrain it is more than a private contract. Commercial agencies are governed by Bahrain’s Commercial Agency Law and overseen by the Ministry of Industry and Commerce, which maintains a register of commercial agencies. When the agreement is filed there, or presented to a bank, customs or a tender committee, it must carry an apostille.

Registration and why it matters

Registering an agency with the Ministry can affect how the relationship is treated: who may import and sell the principal’s products, how disputes are handled, and what applies when the agency ends. Bahrain has reformed its commercial agency rules in recent years, including on exclusivity. The current rules on registration, exclusivity and compensation on termination should be confirmed with Bahraini counsel before you sign. Drafting the agreement with registration in mind, even if you decide not to register, avoids rewriting it later.

What Bahraini filings look for

An agreement intended for registration typically identifies the principal and the agent precisely, including the agent’s commercial registration number, the products or brands covered, the territory (the Kingdom of Bahrain), whether the appointment is exclusive, the term and renewal, and how the agreement may be terminated. Supporting documents usually include proof that the U.S. principal exists, such as a certificate of good standing, and evidence that the person signing for the principal had authority, such as a board resolution.

Signing and the apostille

The U.S. principal’s officer signs the agreement before a U.S. notary. The Bahraini agent usually signs in Bahrain under local formalities, and the parties often sign separate counterparts. The U.S. signature page, with the notarial certificate, is apostilled by the Secretary of State of the notary’s state. Bahrain has accepted apostilles since December 31, 2013, so neither the U.S. Department of State nor the Bahrain Embassy is involved.

Language

Registration and any dispute will be handled in Arabic. Many principals sign a bilingual English/Arabic agreement and state which version prevails. Otherwise, a certified Arabic translation is prepared in Bahrain for filing. Make sure brand names, product descriptions and party names are consistent across both versions.

Ending or changing an agency

Amendments, renewals and terminations follow the same route: signed before a notary, apostilled, and filed with the Ministry if the original was registered. Plan any change of distributor carefully and with local advice, because the end of a registered agency can affect imports of your products.