Wholesale regulations 2026: what a brand needs to know in Europe, the United States and Asia

Take a twelve-person knitwear brand. It supplies a multi-brand boutique in Lyon, a department store in New York and an importer in Tokyo. It never sells a single sweater to a consumer, and yet consumer law catches up with it: its products end up in stores, and it is the store that will ask it for the safety file, the compliant label or proof of where the cotton came from.

This overview brings together the European, US and Asian (Japan, South Korea, China) texts that matter in 2026 to a fashion and accessories brand, with a link to each official text. It is not legal advice: for a specific decision, consult a lawyer in the country concerned.

Last checked: October 2026. The dates given are those of published texts; a proposal is not a rule until it is adopted. For the trade terms used here, the wholesale glossary gives the definitions.

European Union: distribution and product rules

Can a brand impose a resale price in Europe?

Agreements between a brand and its retailers fall under the Vertical Block Exemption Regulation (EU) 2022/720, applicable until 31 May 2034. It exempts them as long as each party holds no more than 30% market share, unless they contain a so-called “hardcore” restriction. It therefore directly governs your wholesale and recommended retail pricing policy.

Four rules follow for the brand and its points of sale:

• Imposed prices: setting a minimum or fixed resale price is a hardcore restriction; a recommended or maximum price remains allowed as long as it is not enforced through pressure or incentives.
• Online sales: preventing a retailer from selling online is prohibited, but excluding third-party marketplaces remains possible in principle (Court of Justice, Coty, 6 December 2017, C-230/16).
• Selective distribution: the brand may forbid its authorised retailers to resell to unauthorised retailers.
• In France, imposing a minimum resale price is also penalised by Article L442-5 of the Commercial Code.

In practice, the retail price shown on your linesheet must remain a recommended price. The seller may state it, but not enforce it by threatening to stop deliveries or by making a discount conditional on it.

Payment terms: 60 days in principle, and the 30-day cap does not exist

The Late Payment Directive 2011/7/EU caps payment terms between businesses at 60 days in principle, unless expressly agreed otherwise and not grossly unfair. For late payment, it provides for interest of at least the ECB rate plus 8 points, as well as fixed compensation of at least €40.

In France, Article L441-10 of the Commercial Code sets the term at 60 days from the invoice date, or 45 days end of month if expressly agreed. An end-of-campaign invoice issued on 15 March is therefore due no later than 14 May under the 60-day rule.

The regulation proposed in 2023, which would have imposed a 30-day cap, stalled in the Council: it is not in force. To organise deposits, due dates and reminders within this framework, see our guide to deposits and payment terms in wholesale.

Commercial agents: an end-of-contract indemnity that cannot be waived

Directive 86/653/EEC protects the self-employed commercial agent, the representative who takes orders on the brand’s behalf. The agent earns commission on the business they bring in, is entitled to one to three months’ notice depending on the length of the contract, and receives an indemnity or compensation at the end of the contract (Article 17), which they cannot waive in advance.

These rules apply to an agent working in the EU even if the contract is governed by the law of a non-EU country (Ingmar, 9 November 2000, C-381/98). A brand that hands Germany to a multi-line agent therefore cannot set this protection aside by placing the contract under the law of a non-EU country. The details are in our guide to sales agents in wholesale.

GPSR: the safety file your boutique customers will demand

The General Product Safety Regulation (EU) 2023/988 (GPSR) has applied since 13 December 2024 to consumer products, clothing and accessories included. It also covers manufacturers that sell only to businesses. The regulation requires:

• a risk analysis and technical documentation;
• a type or batch number on the product;
• the manufacturer’s name and postal and email addresses;
• a responsible economic operator established in the EU for products made outside the Union;
• reporting of serious accidents through the Safety Business Gateway.

These are exactly the items your boutique customers will ask you for before listing a collection.

Textile labelling and chemicals: composition, language, REACH

Regulation (EU) No 1007/2011 requires the fibre composition to be stated with the official fibre names and percentages by weight. The label must be written in the language of the country where the product is sold to consumers and indicate any parts of animal origin. A revision is under study, with no new text adopted.

The REACH Regulation (EC) No 1907/2006 restricts certain substances in textiles and leather, such as certain azo dyes or chromium VI. Its Article 33 also requires the supplier of an article containing more than 0.1% by weight of a substance of very high concern to inform its business customer.

Destroying unsold goods: what the ESPR has banned since 19 July 2026

The Ecodesign for Sustainable Products Regulation (EU) 2024/1781 (ESPR) has prohibited large companies from destroying unsold apparel, clothing accessories and footwear since 19 July 2026. Medium-sized companies will be covered from 19 July 2030; micro and small enterprises are exempt.

The derogations (dangerous or counterfeit products, products that cannot be repaired at a reasonable cost…) are set out in Commission Delegated Regulation (EU) 2026/296 of 9 February 2026. The companies concerned must also disclose the quantities of unsold goods they discard.

Textile-specific ecodesign requirements, with a digital product passport, will be set by a delegated act. As things stand, no passport obligation applies to clothing yet.

Textile EPR: brand or boutique, who pays for the scheme?

Directive (EU) 2025/1892, in force since 16 October 2025, requires every Member State to set up an extended producer responsibility (EPR) scheme for textiles and footwear by 17 April 2028 at the latest. Under it, the producer pays for collection, sorting and recycling, with fees modulated according to product durability. Member States must transpose the directive by 17 June 2027.

Who is the “producer”? It depends on the channel. If the brand delivers to consumers itself, it may be the brand; if the boutique does its own importing, it may be the boutique. Spell this out in your terms of sale, country by country.

Marketplaces, electronic signatures and e-invoicing

The “P2B” Regulation (EU) 2019/1150 has protected sellers on B2B marketplaces since 2020: clear terms and 30 days’ notice before a change. Its repeal is included in the November 2025 “digital omnibus” proposal, which is still only a proposal. This point weighs in the choice between a wholesale marketplace and a brand ordering portal.

The eIDAS Regulation (EU) No 910/2014, amended in 2024, forbids rejecting an electronic signature as evidence solely because it is electronic. A simple signature holds if you can prove who signed what and when. See the legal value of an electronically signed purchase order.

The “ViDA” VAT package (Directive (EU) 2025/516) will make e-invoicing mandatory for intra-EU business-to-business sales from 1 July 2030. In France, all companies must be able to receive electronic invoices since 1 September 2026; SMEs and micro-enterprises must issue them from 1 September 2027.

United States: pricing, labels and customs

Resale price maintenance: case by case since Leegin, except in some states

Since the Supreme Court’s Leegin decision (2007), resale price maintenance is no longer illegal per se under the Sherman Act: it is judged case by case. A brand may also announce unilaterally that it will stop supplying retailers who sell below its suggested price (the Colgate doctrine), provided it negotiates no agreement on that price. Some states, such as Maryland, nevertheless still prohibit resale price maintenance.

Robinson-Patman: different terms for competing retailers must be justified

The Robinson-Patman Act (1936) prohibits selling goods of like grade and quality at different prices to competing retailers where this harms competition. Two defences remain available: a difference justified by costs, or a good-faith move to meet a competitor’s price. Promotional allowances must be offered to all on proportionally equal terms.

The FTC has revived the statute. Its complaint against PepsiCo, filed in January 2025, was dropped in May 2025, but the Southern Glazer’s case ended on 2 October 2026 in a settlement submitted to the court. Injured retailers can also sue for three times their damages. A discount grid by customer must therefore be explainable.

Sales contracts: Uniform Commercial Code or the Vienna Convention

The sale of goods is governed by Article 2 of the Uniform Commercial Code, as adopted by the states. Three provisions come up often: the battle of the forms (§ 2-207), a writing required from $500 (§ 2-201) and the implied warranty of merchantability (§ 2-314). Between a French brand and a US retailer, however, the UN Convention on Contracts for the International Sale of Goods applies in principle, unless the contract expressly excludes it.

Textile labelling in the United States: the FTC requirements

The FTC’s Textile Rule requires the label to show the fibres and their percentages, the country of origin and the identity of the manufacturer or its RN number. Catalogues and online pages must state whether the product is imported. The Care Labeling Rule, which the FTC decided to keep in July 2021, requires permanent care instructions. Finally, a “Made in USA” claim requires the product to be “all or virtually all” made in the United States.

Product safety: CPSIA and Proposition 65

The CPSIA (2008) covers products intended for children aged 12 and under. It requires third-party laboratory testing, a certificate of conformity, a permanent tracking label and lead limits. Clothing textiles are also subject to the flammability standard 16 CFR 1610.

In California, Proposition 65 requires businesses with 10 or more employees to give a warning before any exposure to a listed chemical. Department stores often shift this risk onto the brand by contract.

Customs: UFLPA, the end of de minimis and additional tariffs

The Uyghur Forced Labor Prevention Act has presumed since 21 June 2022 that any goods made even partly in Xinjiang, or by an entity on the UFLPA list, are made with forced labour. The goods are detained unless there is “clear and convincing” evidence to the contrary, which means tracing cotton down to the fibre.

The $800 de minimis exemption has been suspended for all countries since 29 August 2025. Customs made this suspension indefinite on 24 June 2026, and its repeal, passed by Congress in July 2025, takes effect on 1 July 2027.

Additional tariffs have changed often since 2025, through successive executive orders and litigation that went all the way to the Supreme Court. Date any rate you quote and state in the Incoterm who imports and who pays. See selling wholesale abroad.

Electronic signatures and sales tax

The ESIGN Act (2000) and the Uniform Electronic Transactions Act, adopted by most states, give electronic signatures the value of handwritten ones in commercial transactions. As in Europe, everything rests on evidence.

There is no federal VAT, but a sales tax set by each state. A wholesale sale is exempt if the buyer provides a valid resale certificate, which the seller must keep on file. Since the Supreme Court’s Wayfair decision (2018), a seller may have to register in a state where it has no establishment once it exceeds a sales threshold there.

Asia: Japan, South Korea, China

In Asia, a European brand usually sells to an importer, a distributor or a department store. Three topics come up in every country: freedom over resale prices, textile labelling and the legal value of an electronic signature. This overview sticks to the rules that affect wholesale.

Japan: designated prices, labels and signatures

The Antimonopoly Act (独占禁止法) treats resale price maintenance (再販売価格の拘束) as an unfair trade practice. Setting the price at which a distributor resells and requiring it to stick to that price is illegal in principle, unless there is a “justifiable reason”, and a repeat violation within ten years exposes the company to an administrative surcharge (課徴金).

The JFTC distribution guidelines, revised on 8 July 2026, clarify when a manufacturer may set the price charged by its distributors without this counting as resale price maintenance. That is the case in particular where it bears the commercial risks itself (unsold or damaged goods) as well as the costs of inventory, transport and sales: it is then regarded as selling directly to the end customer.

Clothing falls under the Household Goods Quality Labeling Act (家庭用品品質表示法) and its textile products rules. The Japanese label must show:

• the composition of every fibre with its percentage, using the official terms;
• care symbols complying with JIS L 0001, aligned with ISO 3758;
• the name and address or telephone number of whoever applies the label.

This “labeller” (表示者) may be the manufacturer, the seller or a labelling contractor. Agree in the contract whether the brand or the importer applies the Japanese label.

The Act on Electronic Signatures (電子署名法, Article 3) presumes an electronic document to be authentic when it bears the electronic signature of the person concerned. The Act defines such a signature as a process that identifies its author and makes any alteration verifiable.

South Korea: resale price maintenance, appointed distributors and the KC mark

The Monopoly Regulation and Fair Trade Act (독점규제 및 공정거래에 관한 법률, Article 46) prohibits resale price maintenance (재판매가격유지행위) in principle. Forcing a reseller to sell at a set price, or not below it, is only allowed for a justifiable reason, for instance a benefit to consumers through stronger competition between brands. The KFTC issues corrective orders and fines of up to 4% of the relevant sales; in 2025 it sanctioned suppliers that barred their resellers from selling below the price they had set.

With appointed distributors (대리점), the Fair Agency Transactions Act (대리점법) applies when a supplier that is not an SME deals, from a position of strength, with a distributor that is one. It requires a written contract handed over on conclusion and kept for three years after the relationship ends. It bans forcing purchases, economic benefits or sales targets on the distributor, and interfering in how it runs its business.

Clothing falls under the Electrical Appliances and Consumer Products Safety Control Act (전기용품 및 생활용품 안전관리법) and the safety standard for household textile products (가정용 섬유제품). That standard sets safety requirements and mandatory label information: fibre composition or blend ratio, care precautions, name of the manufacturer or importer, and country of manufacture. Children’s textiles fall under the children’s products regime (어린이제품), with a supplier’s declaration of conformity and the KC mark.

Since its overhaul in December 2020, the Digital Signature Act (전자서명법) prevents a signature from being denied legal effect solely because it is electronic. It gives it the value of a handwritten signature or seal when the parties have agreed to it.

China: safe harbour, GB standards and buyer data

The Anti-Monopoly Law (反垄断法), amended with effect from 1 August 2022, prohibits agreements that fix the resale price or impose a minimum resale price, unless the supplier proves that they do not restrict competition. Fines range from 1% to 10% of the previous year’s sales (up to 5 million yuan where there are no sales). They can be multiplied by two to five in particularly serious cases.

Since 1 February 2026, the SAMR rules on monopoly agreements spell out the “safe harbour”. A resale price agreement is in principle not prohibited if both the brand and its reseller hold less than 5% of the relevant market in each year and the products concerned generate less than 100 million yuan in annual sales, with supporting evidence. For other vertical restraints, the threshold is a 15% market share.

Every textile sold in China must comply with the mandatory GB 18401 standard, which sorts products into three safety categories: A for infants, B for skin contact and C for no skin contact. Instructions for use follow the GB 5296.4 standard: size, fibre composition and percentages, care, product standard number, safety category, and the words “婴幼儿产品” on infant products.

The Electronic Signature Law (电子签名法, Articles 13 and 14) gives a “reliable” electronic signature the same legal effect as a handwritten signature or seal. Two conditions apply: creation data exclusive to the signatory and under their sole control, and any later alteration of the signature or the document always detectable.

Your buyers’ names, emails and phone numbers are personal information under the Personal Information Protection Law (个人信息保护法). To transfer them out of China, the March 2024 rules on cross-border data flows set three tiers, counted from 1 January of the year:

Seven workstreams, from most urgent to longest-term

The most urgent concerns what your customers already ask for: terms of sale, the GPSR file and labels. Next come unsold stock, EPR and traceability, then documentary evidence for every order.

1. Review your terms of sale: recommended rather than imposed prices, payment terms, governing law and, for the United States, a possible exclusion of the Vienna Convention.
2. Build the GPSR file for each product that your European customers will ask for.
3. Check labels country by country: languages, FTC disclosures, Japanese, Korean and Chinese standards, care, origin.
4. Sell off unsold stock (clearance, outlets, donations) rather than destroying it, and keep a record.
5. Identify the countries where you will be a “producer” under textile EPR schemes, and budget for the fees.
6. Document the traceability of cotton and materials, especially for shipments to the United States.
7. Have purchase orders signed with an evidence file, keep resale certificates and date any tariff rate you communicate. If your orders still go through paper or Excel, the paper, Excel or B2B platform comparison helps you choose a tool that keeps this evidence.

Before changing a practice on the strength of a text cited here, check that it has been adopted and is in force in the country concerned. The proposals mentioned above (30-day cap, repeal of P2B) change nothing until they are passed.