what happens to existing product passports if my company is taken over

What you must do concretely

What is expected of you

A business acquisition often changes only the owner of the shares or assets on paper. But the question that then arises — what happens to the digital product passports that have already been published — touches on something that the ESPR does regulate: who is responsible for the data in the digital product passport, and not who owns the company. That distinction is the core of this explanation.

The responsibility for the data remains where the ESPR places it

Article 27 of the ESPR (Regulation (EU) 2024/1781) imposes obligations on the manufacturer: it must ensure that the digital product passport remains correct, current and available. An acquisition does not automatically change that legal point of attachment. If company A has placed tyres on the market and company B acquires company A, then the question "who was the manufacturer according to the ESPR" simply remains — even if company A is now a subsidiary of company B, or has merged into company B. For a company with 10 to 100 employees, this means in practice: at the acquisition, someone must determine which entity according to the ESPR definition was the manufacturer or importer, and whether that role passes to a different legal person after the acquisition. This is not automatically the same question as "who now signs the annual accounts". Who precisely is the manufacturer or importer is described on the page Am I an importer or manufacturer according to the ESPR?.

The passport must remain accessible, even after the acquisition

Article 10 of the ESPR describes requirements for the digital product passport, including that the data must remain accessible to those who are entitled to it — think of supervisory authorities, trading partners and the end user who scans the QR code. For an acquiring party, this means that the technical link between the product and the passport (the data carrier, the hosting, the underlying data register) must remain intact, even if the company name changes or the legal entity merges. A company that has passports hosted via a platform such as tyrepas.eu must therefore check at an acquisition whether the hosting contract, access rights and linkage with the brand or article numbers transfer to the new owner — or whether a transfer of management is required.

The register remains the point of reference, independent of the corporate structure

Article 13 of the ESPR describes the register of digital product passports. That register links passports to products, not to the shareholding structure of a company. At an acquisition, therefore, nothing changes in the findability of existing passports in the register itself — they remain registered as they are. What can change is who is authorised to modify or supplement them: that depends on who fulfils the role of manufacturer or importer after the acquisition, and whether that role has been formally transferred.

New production after the acquisition falls under the new structure

Article 9 of the ESPR describes when a digital product passport is mandatory when a product is placed on the market. For tyres placed on the market newly after the acquisition, the question "who is now the manufacturer" arises again and sharply: if the acquiring party, for example, begins selling under a different trade mark, this may have implications for the question of who is responsible. This also affects companies that sell under their own brand — see I sell tyres under my own brand — what obligations do I incur? for the background to this.

Where things go wrong in practice

A few situations come up more often in practice than you might expect.

In a merger where the acquired company ceases to exist as a legal entity, the party who was listed as 'manufacturer' in the old registration sometimes also disappears — without anyone having documented who takes over that role. The passport then remains technically online, but no one is any longer accountable for its content.

In a asset transaction (only the business operations and inventory are acquired, not the legal entity) passport management often does not transfer automatically, because it is not an 'asset' in the classical sense — it often sits in a separate contract with a data service provider that is not routinely on the balance sheet or in the acquisition documents.

With brand change after acquisition — the new owner from then on markets the tyres under a different or proprietary brand — creates uncertainty about whether the existing passports are still accurate, or whether new passports are actually required because the 'product' within the meaning of the regulation has changed.

In a acquisition of an importer outside the standard EU structure it is sometimes forgotten that the question "who arranges the passport" already arose earlier and must be answered anew after the takeover; see also My manufacturer is located outside the European Union — who then arranges the product passport?.

In a takeover without transfer of hosting access the new owner effectively loses the key to the platform where the passports are managed, while the legal responsibility for the accuracy of the data does transfer. Who is responsible if an error in the data turns out to exist is a question that is often asked too late — the background to this can be found on who is liable if there is an error in the product passport data.

What you can record

In the case of a takeover, it is useful to make a number of things explicit, separate from standard takeover documentation:

• An overview of which product passports are linked to the company being taken over, with reference to the register as referred to in Article 13 of the ESPR.
• A transfer agreement on the management of the hosting environment or the platform where the passports are technically stored, including login details and contact persons.
• A record of who qualifies as a manufacturer or importer within the meaning of Article 27 of the ESPR following the takeover, and whether that is the acquiring or the acquired entity.
• Arrangements regarding who continues to verify the accuracy of existing data during the transition period, especially if two company names temporarily exist side by side.
• If the brand or sales structure changes: a review of whether the existing passports are still adequate, or whether there is reason to revise them.

If you are unsure whether your own situation falls under the product passport requirement at all — for example because the acquired company sells via a marketplace — you can check that via What does the product passport mean if I sell tyres through an online marketplace? or, for the basic question, Does the digital product passport apply to my tyres?.