FRANCE Law and Practice Contributed by: François-Xavier Awatar and Lina Lahlou, Osborne Clarke
Trade Mark Register and the duration of the licence are required. • The company’s bank account details, which may be limited to the five principal bank accounts. • The date of incorporation of the company, together with a summary of the principal milestones in its development – including, where applicable, those of the network – as well as all information enabling an assessment of the professional experience acquired by the operator or by its officers. • A general and local overview of the market for the products or services that are the subject of the agreement, together with the development pros - pects of that market. It should be noted that such general and local mar - ket overviews do not constitute market studies within the meaning of the term; the obligation to carry out a comprehensive market study rests with the prospec - tive franchisee. Particular attention should be paid to this distinction, as the franchisor’s obligation is limited to providing a general and local presentation of the market, whereas the responsibility for conducting a thorough market study, including an assessment of the viability of the proposed location, lies exclusively with the candidate franchisee. Further requirements follow: • a presentation of the network of operators, includ - ing the businesses forming part thereof and their methods of operation, the addresses of the estab - lishments located in France with which the party proposing the agreement is bound by agreements of the same nature as the one contemplated and the date of execution or renewal of such agree - ments (where the network comprises more than 50 operators, the information referred to in the pre - ceding paragraph need only be provided in respect of the 50 establishments nearest to the location of the proposed operation); • the number of undertakings bound to the network by a franchise agreement; • the number of undertakings that have ceased to form part of the network during the year preced - ing the year in which the document was issued, specifying whether the agreement expired, was terminated by notice or was rescinded;
• where applicable, evidence of the existence, within the area of activity of the location specified in the proposed agreement, of any establishment in which the products or services covered by the agreement are offered with the express consent of the party proposing the agreement; • a statement setting out the duration of the pro - posed agreement, the conditions of renewal, termination and assignment, and the scope of any exclusivity; • a draft of the franchise agreement; and • the nature and amount of the expenditure and investments specific to the brand or trade mark that the recipient of the draft agreement is required to incur prior to the commencement of operations. The document containing the foregoing information, together with the draft agreement, must be provided to the prospective franchisee no later than 20 days prior to the execution of the agreement or the payment of any sum whatsoever. Pre-Contractual Disclosure Obligation Under the Civil Code In addition to the foregoing, the franchisor is subject to a general duty of transparency pursuant to Article 1112-1 of the Civil Code. This provision establishes a general pre-contractual obligation to disclose any information the significance of which is determinative of the other party’s consent. This obligation applies in parallel with, and in addition to, the specific disclosure requirements imposed by the Doubin Act. Accordingly, the franchisor is required to inform the prospective franchisee of any informa - tion that would be determinative of the latter’s con - sent, beyond the items expressly prescribed by Arti - cles L. 330-3 and R. 330-1 of the Commercial Code. It is recommended that such additional information also be included within the pre-contractual informa - tion document. Specific Provisions Relating to Financial Forecasts It should further be noted that the provision of finan - cial forecasts to the prospective franchisee is not a legal requirement under French law. However, where the franchisor elects to communicate such forecasts, it may incur liability if they prove to be excessively
14 FRANCHISING 2026
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