Importer or distributor: who holds EU stock?
Who is the importer when a European distributor buys from a manufacturer outside the EU, who owes duty and import VAT, and who carries the GPSR duties.
When a European distributor buys goods that are still outside the EU and clears them itself, the distributor is the importer: it is the declarant, it owes the customs debt, and under the product safety rules it takes on the importer’s duties. When the goods are already released into the EU before the distributor buys them, the distributor is only a distributor, and the importer is whoever brought the goods in. The terms of sale decide which of the two happens.
Suppose a maker of garden tools from outside the EU agrees terms with a distributor in the Netherlands. The first draft of the contract says the distributor will “handle customs”. That one line decides whose name appears on the pack, who holds the safety file, who owes the duty, and how hard it will be to change distributors in three years.
Two ways the same pallet reaches a distributor
Route one: the distributor imports. The manufacturer sells goods that are still outside the EU, typically delivered to the distributor under a rule such as DAP. The International Chamber of Commerce’s Incoterms 2020 guidance puts it plainly for DAP: “The buyer is responsible for carrying out and paying for import clearance.” The distributor clears the goods and becomes the importer.
Route two: the goods are already in the EU. The manufacturer’s goods are imported first, through a party established in the EU named on the declaration, released for free circulation, and held in stock in Europe. The distributor then buys goods that are already European goods. For a distributor in another EU country, that sale is usually an exempt intra-Community supply, covered in zero-rated B2B sales from stock in Portugal.
The goods are the same. The legal roles are not.
Who pays import duty and VAT?
The party that owes the customs debt is set by the Union Customs Code, Regulation (EU) No 952/2013. Regulation (EU) 2026/2108, adopted on 16 September 2026, replaces that code; the articles cited here are those that apply today. A customs debt on import arises when non-Union goods are released for free circulation, and under Article 77(3) “the declarant shall be the debtor”. In indirect representation, where a representative declares in its own name for another person, “the person on whose behalf the customs declaration is made shall also be a debtor”.
Import VAT follows national designation. Article 201 of the VAT Directive: “On importation, VAT shall be payable by any person or persons designated or recognised as liable by the Member State of importation.” In Portugal, those persons are “as pessoas singulares ou colectivas que, segundo a legislação aduaneira, realizem importações de bens” (Código do IVA, article 2.º n.º 1 b)): whoever carries out the import under customs law.
So on route one, the distributor declares, owes the duty and accounts for the import VAT. On route two, the party named on the manufacturer’s import does, and the manufacturer with it where the declaration is made on its behalf. Importer of record without an EU entity explains why that party has to be established in the EU.
Who carries the GPSR duties?
For consumer products, the General Product Safety Regulation, Regulation (EU) 2023/988, assigns duties by role. Article 3 defines them. The importer is any natural or legal person who places a product from a third country on the Union market. The distributor is a person in the supply chain, other than the manufacturer or the importer, who makes a product available on the market.
The duties differ. Under Article 11, the importer must ensure the product complies with the general safety requirement, verify that the manufacturer has carried out its risk analysis and drawn up the technical documentation, and indicate its own name, registered trade name or registered trade mark, and postal and electronic address on the product. Under Article 12, the distributor verifies that the manufacturer and the importer have met their traceability and information duties, does not make available a product it considers dangerous, and ensures that storage and transport conditions do not compromise the product’s compliance.
One more rule changes the picture. Under Article 13, an importer or distributor that places a product on the market under its own name or trademark is considered the manufacturer and takes on the manufacturer’s obligations.
So on route one, the distributor is the importer for GPSR purposes, and its name and address go on the product. On route two, the importer’s name is the one that brought the goods in, and the distributor’s duties are the lighter ones. Where the manufacturer is not established in the EU, the importer is also one of the parties that can be the responsible economic operator under Article 16, as set out in GPSR and the Responsible Person, explained.
What each route gives, and what it costs
Route one is simpler for the manufacturer at the border. It has no import to declare and no stock in Europe. In exchange, the distributor holds the importer role, its name sits on the product, and the stock, the timing of orders and much of the market information sit with it. Changing distributors later means a new importer, whose name then has to appear on the product in place of the old one.
Route two asks more of the manufacturer at the start: an import to arrange, VAT registrations to hold, stock to finance. In exchange, the customs import is settled once and does not move when a distributor changes. The same stock can serve several distributors in several countries, and direct sales too, as one EU stock pool for B2B and B2C buyers describes.
Neither route is correct in the abstract. A distributor with its own import desk may prefer route one. Another may not want the safety file for a brand it does not own. Once the first packs carry an importer’s name, the choice is hard to reverse.
Questions the contract has to answer
- Which Incoterms rule applies, and who carries out import clearance? The difference between DAP and DDP is covered in DAP or DDP for shipments into the EU.
- Whose name and address appear on the product as importer?
- Who holds the technical documentation, and who answers a market surveillance authority?
- Who handles returns and recalls, and where do returned units go?
- If the relationship ends, who holds the stock and the importer role the next day?
These are commercial and legal questions. They belong in the distribution agreement, drafted with a lawyer in the market concerned. What a distributor itself asks before signing is in what European distributors ask before signing.
How this runs at EFC
EFC does not buy or resell a client’s goods and is not a distributor. Its place is route two. EFC’s operation in Portugal, run with its logistics partner, can stand as importer of record for the manufacturer’s stock and hold it inside the EU, so distributors in any member state buy goods already released for free circulation. The customs import stays in one place; whose name appears on the product as importer is agreed per product.
Which route suits a given distributor remains the manufacturer’s decision. Finding and qualifying the distributors themselves is the work described in how a European distributor search runs.
Where the contract takes over
Whether a party is an importer or a distributor in a given chain is decided on the facts of that chain, and the terms that fix it are written into the distribution agreement. This article describes how the law assigns the roles; it is not legal or tax advice.
Sources
| Label | Value | Source |
|---|---|---|
| DAP, import clearance | ”The buyer is responsible for carrying out and paying for import clearance” | ICC Academy, DAP and DDP Incoterms 2020 explained, opened 2026-09-23 |
| Customs debt | incurred on release for free circulation; declarant is the debtor; in indirect representation the person on whose behalf the declaration is made is also a debtor | Regulation (EU) No 952/2013, Article 77, as adopted, on legislation.gov.uk, opened 2026-09-23 |
| Import VAT, person liable | payable by the person designated or recognised as liable by the member state of importation | Directive 2006/112/EC, Article 201, EU text on legislation.gov.uk, opened 2026-09-23 |
| Portugal, importers are VAT taxpayers | persons who, under customs legislation, carry out imports of goods | Código do IVA, artigo 2.º, Portal das Finanças, opened 2026-09-23 |
| GPSR Articles 3, 11, 12 and 16 (secondary source) | importer, distributor and manufacturer definitions (Article 3); importer ensures compliance, verifies documentation, indicates name and postal and electronic address (Article 11); distributor verifies traceability and information, withholds dangerous products, maintains conformity in storage and transport (Article 12); responsible economic operator (Article 16) | Regulation (EU) 2023/988, as summarised in UK Government, EU Regulation 2023/988 on general product safety: detailed guidance (as it applies in Northern Ireland), opened 2026-09-23; secondary source, the Regulation itself governs |
| GPSR Article 13 (secondary source) | an importer or distributor placing a product on the market under its own name or trademark is considered a manufacturer | Regulation (EU) 2023/988, as summarised in product-compliance.pro, GPSR manufacturer obligations (compliance consultant publication), opened 2026-09-23; secondary source, the Regulation itself governs |
| New Union Customs Code | Regulation (EU) 2026/2108 adopted on 16 September 2026, in force | European Commission, EU Customs Reform, opened 2026-09-23 |