Opinion 15/2024 on the draft decision of the Spanish Supervisory Authority regarding the Processor Binding Corporate Rules of the AVATURE Group

1 Adopted Opinion 15/2024 on the draft decision of the Spanish Supervisory Authority regarding the Processor Binding Corporate Rules of the AVATURE Group Adopted on 16 July 2024 2 Adopted 3 Adopted The European Data Protection Board Having regard to Article 63, Article 64(1)(f) and Article 47 of the Regulation 2016/679/EU of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (hereinafter “ GDPR ”), Hav ing regard to the European Economic Area ( hereinafter “ EEA ” ) Agreement and in particular to Annex XI and Protocol 37 thereof, as amended by the Decision of the EEA joint Committee No 154/2018 of 6 July 2018 1 , Having regard to the decision of the Court of J ustice of the European Union Data Protection Commissioner v. Facebook Ireland Ltd and Maximillian Schrems , C - 311/18 of 16 July 2020, Having regard to Article s 10 and 22 of its Rules of Procedure .

Whereas: (1) The main role of the European Data Protection Board (hereinafter the “ EDPB ” ) is to ensure the consistent application of the GDPR throughout the EEA . To this effect, it follows from A rticle 64(1)(f) GDPR that the EDPB shall issue an opinion where a supervisory authority ( hereinafter “ SA ” ) aims to appro ve binding corporate rules ( hereinafter “ BCRs ” ) within the meaning of A rticle 47 GDPR. (2) The EDPB welcomes and acknowledges the efforts the companies make to uphold the GDPR standards in a global environment. Building on the experience under Directive 95 /46/EC , the EDPB affirms the important role of BCRs to frame international transfers and its commitment to support the companies in setting - up their BCRs. This opinion aims towards this objective and takes into account that the GDPR strengthened the level of protection, as reflected in the requirements of A rticle 47 GDPR , and conferred to the EDPB the task to issue an opinion on the competent SA ’s draft decision aiming to approve BCRs.

This task of the EDPB aims to ensure the consistent application of the G DPR, including by the SAs , controllers , and processors. (3) Pursuant to Article 46(1) GDPR, in the absence of a decision pursuant to Article 45(3) GDPR , a controller or processor may transfer personal data to a third country or international organisation only if the controller or processor has provided appropriate safeguards, and on condition that enforceable data subject rights and effective legal remedies for data subjects are available. A group of undertakings or group of enterprises engaged in a joint economic activity may provide such safeguards by the use of legally binding BCRs, which expressly confer enforceable rights on data subjects and fulfil a series of requirements ( A rticle 46 GDPR). The implementation and adoption of BCRs by a group of undert akings is intended to provide guarantees that apply uniformly in all third countries and, consequently, independently of the level of protection guaranteed in each third country.

The specific requirements listed in the GDPR are the minimum items BCRs shall specify ( A rticle 47(2) GDPR). The BCRs are subject to approval from the competent SA (hereinafter “ the BCR Lead ”) , in accordance with the consistency 1 References to “Member States” made throughout this opinion should be understood as references to “EEA Member States”. 4 Adopted mechanism set out in A rticle 63 and Article 64(1)(f) GDPR, provided that the BCRs meet the conditions set out in Article 47 GDPR, together with the requirements set out in the relevant working documents of the Article 29 Working Party 2 , endorsed by the EDPB. (4) This opinion only covers the EDPB’s consideration that the BCRs submitted for the required opinion afford appropriate safeguards in that they meet all requirements of Article 47 GDPR and WP25 7 rev . 01 of the Article 29 Working Party, as endorsed by the EDPB 3 . Accordingly, this opinion and the SAs’ review do not address elements and obligations of the GDPR mentioned in the BCRs at issue other than those related to Article 47 GDPR.

01 of the Article 29 Working Party , as endorsed by the EDPB, provides for the required elements for BCRs for processors (hereinafter “ BCR - P ”) , including the I nternal General Agreement where applicable, and the application form. The WP26 5 of the Article 29 Working Party 4 , as endorsed by the EDPB, provides for recommendations to the applicants to help them demonstrate how to meet the requirements of A rticle 47 GDPR and WP25 7 rev . 01. Additionally, the EDPB highlights tha t any documentation submitted may be subject to access to documents requests in accordance with the SAs’ national laws and with Regulation 1049/2001 5 , applicable to the EDPB pursuant to Article 76(2) GDPR . ( 7 ) Taking into account the specific characteristics of BCRs provided for by Article 47(1) and (2 ) GDPR , each application should be addressed individually and is without prejudice to the assessment of any other BCRs .

The EDPB recalls t hat BCRs should be customised to take account of the structure of the group of companies that they apply to, the processing they undertake , and the policies and procedures that they have in place to protect personal data 6 . (8 ) The opinion of the EDPB shall be adopted, pursuant to Article 64(3) GDPR in conjunction with Article 10(2) of the EDPB Rules of Procedure, within eight weeks after the Chair has decided that the 2 The Working Party on the Protection of Individuals with regard to the Processing of Personal Data instituted by Article 29 of Directive 95/46/EC. 01. 4 Article 29 Working Party, Recommendations on the Standard Application for Approval of Processor Binding Corporate Rules for the Transfer of Personal Data, adopted on 11 April 2018, WP26 5 . 5 Regulation (EC) No 1049/2001 of the European Parliament and of th e Council of 30 May 2001 regarding public access to European Parliament, Council and Commission documents.

6 This view was expressed by the Article 29 Working party in Working Document Setting up a framework for the structure of Binding Corporate Rules, ad opted on 24 June 2008, WP154. 5 Adopted file is complete. Upon decision of the EDPB Chair, this per iod may be extended by a further six weeks, taking into account the complexity of the subject matter. HAS ADOPTED THE FOLLOWING OPINION: 1 SUMMARY OF THE FACTS 1. U and its subsidiaries (hereinafter the “ AVATURE Group ”) was reviewed by the Spanish Data Protection Agency SA as the BCR Lead. 2. The BCR Lead has submitted its draft decision regarding the draft BCR - P of the AVATURE Group, requesting an o pinion of the EDPB pursuant to Article 64(1)(f) GDPR on 3 June 2024 . The decision on the completeness of the file was taken on 7 June 2024 . 2 ASSESSMENT 3. The draft BCR - P of the AVATURE Group covers the processing of personal data by AVATURE Group entities act ing as processors or sub - processors on behalf of a c ontroller not part of the Group 7 .

4. Concerned data subjects include current, past and prospective employees or other personnel of AVATURE Group’s customers 8 . 5. The draft BCR - P of the AVATURE Group has been scrutinised according to the procedures set up by the EDPB. 01, in accordance with the draft d ecision of the BCR Lead submitted to the EDPB for an opinion. Therefore, the EDPB does not have any concerns that need to be addressed. 3 CONCLUSIONS 6. Taking into account the above and the commitments that the group members will undertake by signing the Intr a - group Agreement , the EDPB considers that the draft decision of the BCR Lead may be adopted as it is, since the draft BCR - P of the AVATURE Group contains appropriate safeguards to ensure that the level of protection of natural persons guaranteed by the GD PR is not undermined when personal data is transferred to and processed by the group members based in third countries.

The EDPB recalls that the approval of BCRs by the BCR Lead does not entail the approval of specific transfers of personal data to be carr ied out on the basis of the BCRs. Accordingly, the approval of BCRs may not be construed as the approval of transfers to third countries included in the BCRs for which an essentially equivalent level of protection to that guaranteed within the EU cannot be ensured. 7. Finally, the EDPB also recalls the provisions contained within Article 47(2)(k ) GDPR and WP25 7 rev . 01 providing the conditions under which the applicant may modify or update the BCRs, includi ng updates to the list of BCRs g roup m embers. 7 Reference in BCR - P Introduction of the BCR . 8 Reference in BCR - P Part I of the BCR. 6 Adopted 4 FINAL REMARKS 8. This opinion is addressed to the BCR Lead and will be made public pursuant to A rticle 64(5 )( b) GDPR. 9. According to Article 64 (7) and (8) GDPR, the BCR Lead shall communicate its response to this opinion to the Chair within two weeks after receiving the opinion . 10. Pursuant to A rticle 70(1)(y) GDPR, the BCR Lead shall communicate the final decision to the EDPB for inclusion in the register of decisions which have been subject to the consistency mechanism. For the European Data Protection Board The Chair ( Anu Talus )