Franchise Law

Franchising is one of the most important sources of economic growth in Canada and around the world. In fact, franchised businesses claim 40% of every retail dollar spent in Canada and Canadian franchises contribute close to $96 billion per year to Canada’s GDP.

Dedicated National Expertise

As a full-service business law firm, Cassels has one of Canada’s largest and most sophisticated national franchise law groups, expertly guiding clients through the growing and ever-evolving franchise sector. With offices in Toronto, Vancouver, and Calgary, our team offers extensive practical experience with all types of growth models, assisting both local start-ups and some of the world’s biggest brands on their local and international expansion strategies.

Recognized Leaders

Our franchise lawyers are recognized as leaders in their field in Canada and around the world. For example, the Canadian Legal Lexpert Directory lists the firm as one of only two “Most Frequently Recommended” full service firms in the area of franchise law, and Chambers Canada consistently lists Cassels as a “Band 1” leading firm for franchising, describing Cassels as “the premier choice for franchising in Canada.” Partner Larry Weinberg was named the one and only worldwide “Lawyer of the Year” for franchise law by UK-based Who’s Who Legal for four consecutive years (2014-2017); we have multiple practitioners deemed “Legal Eagles” by Franchise Times, a US publication; and our team includes both Lexpert Zenith and Lexpert Rising Stars award winners. Moreover, our Franchise Group is acclaimed by such authorities as Best Lawyers; International Who’s Who in Franchise Law; and Chambers Global, which notes that the firm has “a strong reputation for work between the US and Canadian markets.”

Our Clients

Our clients represent a broad spectrum of businesses, from traditional business format franchisors (such as restaurant, retail, and service franchises), to those with franchise-like arrangements (such as hotels, car and other dealerships, and gas bars), to clients offering services and products through new and unique methods of distribution.

How We Can Help You

Cassels has assisted many corporate and franchised brands expand and/or acquire or sell a business in Canada. We can help you:

  • Protect Your Trademarks. We can search to determine if the principal trademarks are available for use and registration in Canada, and to the extent necessary, in other countries. Completing searches and filing applications early are important first steps in any expansion.
  • Consider Whether You Want to Operate Corporate Owned Units, Franchise to Others, or Do Both. We help clients choose an appropriate expansion structure, whether it is corporate expansion, single unit franchising, master franchising, area development, area representation, or a combination of these or some other methods.
  • Understand the Tax and Corporate Structure Issues. We regularly advise on the tax issues relating to the expansion, and the corporate and/or franchise structure being proposed.
  • Draft Franchise Agreements. Regardless of the type of franchise expansion mode that is chosen, a properly drafted and well-structured franchise agreement, tailored to your specific business and strategic needs, is essential. We will work closely with you to develop this key piece of your franchise system and, where warranted, assist in negotiating your deals.
  • Create a Canadian Disclosure Document. If your plan is to franchise in the provinces with a franchise law, you will need a Canadian Franchise Disclosure Document.
  • Assess Private Equity and M&A Opportunities. If a franchise chain is to be purchased, sold, or invested in, we bring a value-added business and legal perspective on dealing with franchise company assets and related franchise law compliance issues.
  • Handle Litigation and Dispute Resolution Matters. We are your go-to team for problem solving and dispute resolution, regularly handling enforcement, termination, noncompetition, rescission claims, and franchise class action defence cases, throughout Canada.

Comprehensive Services

Business Law

  • Advice on set-up of franchise systems locally, nationally, and internationally
  • Draft, update, and negotiate franchise agreements, including single and multi-unit franchise agreements
  • Franchise disclosure law compliance
  • Purchase and sale of individual franchised units or complete franchise systems
  • Multi-unit expansion, including master franchising, area development and area representative agreements, and joint ventures
  • Strategic advice regarding franchise associations and advisory councils
  • National and international expansion strategies, development, and document preparation
  • “Accidental franchise” avoidance

Integrated Services

As part of a full-service firm, our team is supported by colleagues in other practice areas, ensuring seamless navigation of all related legal and business issues, including:

Dispute Resolution

  • Strategic advice relating to rescission, default, termination, and competition issues
  • Resolving disputes through mediation, arbitration, and litigation
  • Class action and multi-party proceeding defence