Changes to the Indiana Franchise Law were recently passed and become effective on July 1, 2020. One of those changes is the addition of a duty on the part of the franchisor to file an amendment application and the amended Franchise Disclosure Document with the state within 30 days after the franchise undergoes any material change. Under the current law, if a franchisor's Franchise Disclosure Document was amended during the registration year for material changes, the franchisor was not required to file an amendment application with Indiana in order to begin using the amended FDD in that state.
The Indiana Secretary of State, Securities Division recently announced that it has launched its Indiana Securities Portal and that as of January 1, 2020, all franchise registration applications must be filed electronically through the Portal. Any paper filings or e-mail filings sent to the IN Securities Division will be sent back to the sender.
NASAA (the North American Securities Administrators Association, Inc.) has adopted a new format for the State Cover Sheets that appear in Franchise Disclosure Documents ("FDDs") filed as part of state franchise registration applications. Below are some FAQs on this new requirement:
Part 1 of this blog series addressed business issues to consider in deciding whether to franchise your business and preparations to be made before launching a franchise program. Part 2 of this blog series addressed preparation of the legal documents required under federal and state franchise law - the Franchise Agreement and the Franchise Disclosure Document. This blog addresses state registration of franchises.
All franchisors and their legal counsel focus on the annual Franchise Disclosure Document update that must be completed within 120 days of the franchisor's fiscal year end. Typically, everyone is relieved that the project is done for the year. However, franchisors have an ongoing legal obligation under both federal and state franchise laws to amend the FDD during the year if a material change has occurred.
As we previously reported last year, on May 8, 2017, the North American Securities Administrators Association (NASAA) voted to adopt a Financial Performance Representation Commentary for franchises (FPR Commentary). The FPR Commentary supplements the 2008 Franchise Registration and Disclosure Guidelines commentary issued by NASAA in 2009 and addresses questions that have been raised over the year by franchisor representatives and state franchise examiners about financial performance representations in Item 19 of the Franchise Disclosure Document.
It will soon be that time of year when we will be working with our franchisor clients to prepare the required year-end updates to their Franchise Disclosure Document and file state registration renewal applications.