FRANCHISE SALES AND DISCLOSURE LAW COMPLIANCE ISSUES DAVID J. KAUFMANN Kaufmann, Feiner, Yamin, Gildin & Robbins LLP New York, New York JOEL R. BUCKBERG Baker Donelson Bearman, Caldwell & Berkowitz, P.C. Nashville, Tennessee Administrator, IFA Compliance Training
AN OVERVIEW OF THE LAW OF FRANCHISING THEY DIDN T SEE IT COMING: THE GENESIS OF FRANCHISE REGULATION
AN OVERVIEW OF THE LAW OF FRANCHISING INTRODUCING THE THREE BODIES OF FRANCHISE LAW: FEDERAL AND STATE REGISTRATION / DISCLOSURE STATUTES STATE RELATIONSHIP LAWS FEDERAL AND STATE BUSINESS OPPORTUNITY LAWS
FEDERAL AND STATE FRANCHISE REGISTRATION/DISCLOSURE LAWS FTC FRANCHISE RULE (NO REGISTRATION REQUIRED DISCLOSURE ONLY) 3 State Approaches: Merit Review Annual Notice Filing Single Notice Filing
FEDERAL AND STATE FRANCHISE REGISTRATION/DISCLOSURE LAWS CALIFORNIA HAWAII ILLINOIS INDIANA MARYLAND MICHIGAN MINNESOTA NEW YORK NORTH DAKOTA OREGON RHODE ISLAND SOUTH DAKOTA VIRGINIA WASHINGTON WISCONSIN
FEDERAL AND STATE FRANCHISE REGISTRATION/DISCLOSURE LAWS Annual Notice Filings: Florida Indiana Michigan Utah Wisconsin Single Notice Filing: Connecticut Kentucky Nebraska Texas
STATE FRANCHISE RELATIONSHIP LAWS ARKANSAS MINNESOTA CALIFORNIA CONNECTICUT DELAWARE HAWAII ILLINOIS INDIANA IOWA MICHIGAN MISSISSIPPI MISSOURI NEBRASKA NEW JERSEY SOUTH DAKOTA VIRGINIA WASHINGTON WISCONSIN
BUSINESS OPPORTUNITY LAWS ALABAMA ALASKA CALIFORNIA CONNECTICUT FLORIDA GEORGIA ILLINOIS INDIANA IOWA KENTUCKY LOUISIANA MAINE MARYLAND MICHIGAN MINNESOTA NEBRASKA NEW HAMPSHIRE N. CAROLINA OHIO OKLAHOMA S. CAROLINA S. DAKOTA TEXAS UTAH VIRGINIA WASHINGTON FTC FRANCHISE RULE
THE FTC FRANCHISE RULE WHAT IS COVERED / WHAT IS REQUIRED LIMITED PREEMPTION OVER STATE FRANCHISE LAWS
THE FTC FRANCHISE RULE THE DISCLOSURE TRIGGER UPDATING DISCLOSURES PROHIBITED PRACTICES / PENALTIES FOR NONCOMPLIANCE
THE FTC FRANCHISE RULE NO PRIVATE RIGHT OF ACTION (BEWARE STATE LITTLE FTC ACTS HOWEVER!) REVISIONS TO THE FTC FRANCHISE RULE ANNOUNCED JANUARY 22, 2007; PHASED IMPLEMENTATION 2007-2008
STATE FRANCHISE REGISTRATION/DISCLOSURE LAWS SCOPE OF COVERAGE WHAT IS A FRANCHISE? (BEWARE THE INADVERTANT FRANCHISOR SCENARIO)
STATE FRANCHISE REGISTRATION / DISCLOSURE LAWS DISCLOSURE TRIGGER THE OFFER JURISDICTIONAL COVERAGE WHICH STATE LAWS MAY APPLY? ( WHERE OFFERED / WHERE ACCEPTED / FRANCHISEE S RESIDENCE / WHERE UNIT WILL BE LOCATED )
STATE FRANCHISE REGISTRATION/DISCLOSURE LAWS THE UNIFORM FRANCHISE OFFERING CIRCULAR ( UFOC ) WHAT IT IS; HOW IT CAME TO BE; WHAT IT MUST CONTAIN.
STATE FRANCHISE REGISTRATION/DISCLOSURE LAWS HOW DO YOU GET REGISTERED? A REVIEW OF THE REGISTRATION PROCESS
STATE FRANCHISE REGISTRATION/DISCLOSURE LAWS REGISTRATION OF SALESPERSONS AND FRANCHISE BROKERS (AND THE DIFFERENCE BETWEEN THEM)
STATE FRANCHISE REGISTRATION/DISCLOSURE LAWS FILING REQUIREMENTS FOR FRANCHISE ADVERTISING (AND JUST HOW IS THE WORD ADVERTISING DEFINED IN THE FRANCHISE REGULATORY WORLD?)
STATE FRANCHISE REGISTRATION/DISCLOSURE LAWS EXEMPTIONS FROM STATE FRANCHISE REGISTRATION / DISCLOSURE REQUIREMENTS
STATE FRANCHISE REGISTRATION/DISCLOSURE LAWS FRANCHISOR CAPITALIZATION REQUIREMENTS
STATE FRANCHISE REGISTRATION/DISCLOSURE LAWS UFOC AMENDMENTS / RENEWALS OF FRANCHISE REGISTRATIONS
STATE FRANCHISE REGISTRATION/DISCLOSURE LAWS Penalties For Noncompliance What is prohibited? What powers do state franchise administrators possess to investigate/order/litigate/prosecute? What civil and criminal penalties may be assessed and against whom? What rights do franchisees have to go to court?
FEDERAL AND STATE FRANCHISE REGISTRATION/DISCLOSURE LAWS PERMITTED AND PROHIBITED NEGOTIATIONS WITH PROSPECTIVE FRANCHISEES
FEDERAL AND STATE FRANCHISE REGISTRATION/DISCLOSURE LAWS EARNINGS CLAIMS / FINANCIAL PERFORMANCE REPRESENTATIONS What are they? When can / can t I make them? How can I sell a franchise without them? Beware the inadvertent earnings claim!
STATE FRANCHISE RELATIONSHIP LAWS TERMINATION / NONRENEWAL TRANSFER AND ASSIGNMENT ENCROACHMENT / GOOD FAITH DISCLOSURES TO TRANSFEREES PENALTIES FOR NONCOMPLIANCE
BUSINESS OPPORTUNITY LAWS: AN OVERVIEW
THE FRANCHISE LAW COMPLIANCE PROGRAM WHAT IT IS AND WHY YOUR COMPANY NEEDS ONE! WHY YOU SHOULD CARE ABOUT THE FEDERAL SENTENCING GUIDELINES
FRANCHISE SALES AND DISCLOSURE LAW COMPLIANCE ISSUES CONCLUSION QUESTIONS AND ANSWERS