Agribusiness

M&A deals in this sector are particularly sophisticated and challenging and require real industry specialists with thorough knowledge, not only of the operating intricacies of each crop, product and subsector (cycles, ramp-up periods, habitual dealings between operating companies (OpCos) and owners (PropCos), breeders and growers, and with distributors, among others) but also the potential issues associated with each element in play, both in asset deals (agri-food factories and farms, agricultural, livestock and aquaculture assets) and in corporate transactions (involving unique corporate forms such as agricultural processing companies (SATs), or the innumerable complexities of individual fruit and vegetable producers’ organizations (OPFHs)).

Our expertise covers integral advice in areas including water law, labeling, traceability, and the food supply chain, both in relation to food products in general and to supply chain inputs (fertilizers, biostimulants, pesticides, livestock and fish farm feeds and health, condiments, etc.), as well as food safety and environmental requirements, and organic farming and stockbreeding matters.

Our professionals have a great capacity for dialog with the European Commission and the Ministry of Industry, as well as in-depth knowledge of trade defense procedures, both in the EU and in third-country jurisdictions.

The agribusiness sector has specific and complex features, such as permanent seasonal contracts, contingencies arising from foreign labor and recruitment at source, outsourcing and temporary employment agencies, pay systems, and more, in relation to individual workers and collective bargaining processes, at both company and industry level.

We assist in drafting international contracts, advising on legal and tax aspects relating to the choice of investment structure and financing for foreign expansion, creation of legal vehicles in other countries, negotiation and preparation of corporate and contractual documents regulating relationships with local partners, among other matters.

We know that agricultural activities have their own tax and accounting-related intricacies, such as the measurement of product inventory and allocation of costs, subsidies arising from the common agricultural policy, and more. Special VAT and direct taxation rules also apply, as in the case of agricultural cooperatives.

Garrigues handles the defense in court or in arbitration of any disputes arising from commercial relationships in the agri-food industry, including actions regarding specific agricultural or food-related matters (such as harvests, production, integration contracts for livestock, etc.) in the major domestic and international jurisdictions worldwide, and at specialized courts of arbitration.

Specific government aid packages and subsidies require producer organization and cooperation requirements to be met, as do direct subsidies (for example, operating programs tied to the creation of producer groups and organizations).

We advise clients on the registration, defense and management of plant varieties and other industrial property rights, such as biotech patents and designations of origin, in Spain and within the European Union. We won an Impact Case of the Year award from Managing IP in 2020 for our work involving plant varieties.