Answers

Q: I want to expand my franchise into Europe, starting with Ireland, as I know there is great market potential. To do this, do I need to consult a British or Irish-based franchise lawyer or both?

Anton Bates: A: I presume that you already have a franchise agreement to support your British franchise. I suggest that you instruct a British solicitor to first review your current agreement to ensure that it incorporates any necessary legal and commercial developments in the franchise since it was first rolled out. This agreement and any others that complement it will then establish the basis for your overseas expansion.

You should, of course, ensure too that your solicitor has the appropriate experience to advise on taking your franchise abroad. Has he or she drafted agreements for British based franchisors wanting to establish a network in a foreign territory? Many solicitors have experience in advising franchisors and franchisees with businesses in the UK but fewer have direct experience in advising on taking the business overseas. Before advising on and drafting a master franchise agreement, your solicitor should advise on securing the appropriate legal protection of your 'intellectual property' including your name and logo in the target territories. It is of course imperative that this is done successfully before an agreement is signed with a new master franchisee. Particular attention should be given to precisely what initial training and continuing support will be required. The level of fees can then be appropriately determined. You should also carefully consider the details of the pilot schemes that should be run to demonstrate that your concept works effectively in the new and different legal and commercial environments. Only when you are fully satisfied that your predetermined criteria have been met successfully, should the master franchisee be permitted to offer arms-length franchises. You mention that you want to expand first into 'Ireland'. Do bear in mind that the north and south operate under two different legal systems and also have different customs and practises. This may give rise to certain additional legal and commercial challenges if the island of Ireland is to be offered as one master franchised territory. If the British solicitor has recently advised on a Republic master franchise and indeed, on others in Europe, it may not be necessary to take further advice from local franchise experienced solicitors. However, if in any doubt, it is always wise to run your new agreements past local franchise-experienced solicitors before commencing detailed negotiations with your master franchise prospects. You should also ensure that you retain the copyright in any translations of your agreements and other relevant documents whether these are commissioned directly by you or by your master franchisees. The British Franchise Association maintains a list of subscriber legal advisors.