You have been appointed commercial director (head of sales) of an operating Russian company. The CRM (customer database) with the customer history, the dealer network and the sales team are already there, but legal protection for all of it is most likely missing.
The trade secret regime is either missing or set up with defects, and some dealer agreements may contain a clause that will not hold up in court.
The guide covers the first weeks and answers three questions:
- What should you check in the CRM and its access rights?
- How do you introduce a trade secret regime without errors that would make it unenforceable?
- What should you look at in dealer agreements besides price and volumes?
The legal grounds are analyzed in the article Commercial Director Handover: An Unprotected Client Base. The guide applies to Russian companies and Russian law.
In essence, this is the same comprehensive review of a company (due diligence) that an investor carries out before a deal, but applied to your own sales department and dealer network. What is usually missed in such a review →
What’s Inside
Checklist by days and weeks. It has six blocks:
- Access to the CRM and client files.
- Assessment of the client base under the database maker’s right (Arts. 1333 to 1336 of the Russian Civil Code).
- Personal data of counterparties.
- Review of the dealer network.
- Labeling of online advertising: the fine for a legal entity ranges from RUB 200,000 to RUB 500,000 (parts 15 and 16 of Art. 14.3 of the Code of Administrative Offences).
- The pre-trial claim procedure for overdue receivables.
NDA template for sales managers. A non-disclosure agreement drawn up to the requirements of Art. 10 of Federal Law No. 98-FZ on Trade Secrets. An employee’s signature alone is not enough: the template takes into account all five mandatory measures of that article. A checklist is added on whether managers’ performance indicators (KPIs) and bonuses are set out in writing, in local regulations or employment contracts. Otherwise a dismissed manager can recover unpaid amounts through the courts.
Checklist for auditing dealer agreements. How to spot an exclusivity clause that competition law expressly prohibits, and what to do about it before a competitor or the Federal Antimonopoly Service finds it. If the company has an online store or sells directly to consumers, the guide includes a separate block on the public offer (a standing offer to sell to anyone, as on a website) and the rules for distance selling.
The documents are in Russian, which is the language of Russian courts and authorities. If you need them in English, the format and the price are agreed individually.
Who It’s For
You have become, or are about to become, commercial director or head of sales in a company that is already operating, with a working CRM, a client base and a dealer network.
If you are building a sales department from scratch, this guide is not for you: there is nothing to check yet.
How to Get It
Write to me by e-mail or on WhatsApp: the text of the message is already filled in. Telegram: +7 (902) 899-07-58. I will reply with the price, payment details and the terms of use, and send the guide within one business day after payment.
The price is agreed individually. The guide fee is credited in full if you later order the development of documents for the sales department.