2008 Franchise Registration and Disclosure Guidelines

February 26, 2008

The Board of Directors of the North American Securities Administrators Association, Inc. (NASAA) has authorized the release, for both internal and public comment, the attached proposal for updated franchise registration and disclosure guidelines.  The proposal would allow states that register franchise offerings to accept, as of July 1, 2008, franchise disclosure documents prepared under the Federal Trade Commission’s (FTC’s) amended Franchise Rule with certain additional requirements, including a state risk factor cover page.

The proposal amends and restates the Uniform Franchise Offering Circular (“UFOC”) Guidelines, adopted by NASAA on June 10, 1993 and subsequently adopted by franchise registration states.  After July 1, 2008, filers will no longer be able to use the UFOC Guidelines to prepare franchise disclosure documents.

The current proposal, effective July 1, 2008, contains franchise registration and disclosure guidelines consistent with the FTC Franchise Rule.  The proposal also contains revised state filing instructions, new uniform registration forms, and a provision for electronic disclosure.
The public comment period will remain open for 30 days.  Comments on the proposal are invited, and written comments should be sent to Dale Cantone, Chair of the Franchise and Business Opportunity Project Group on or before March 27, 2008.

To facilitate consideration of comments, please submit copies to each member of the Project Group and the NASAA Legal Department.

Download: Proposed 2008 Franchise and Registration Disclosure Guidelines

Franchise and Business Opportunity Project Group

Dale Cantone, Chair
Office of the Attorney General
Division of Securities
200 St. Paul Place, 20th Floor
Baltimore, MD 21202-2020
Office No. (410) 576-6368
Fax No. (410) 576-6532
Henry Lew
California Department of Corporations
320 W 4th Street
Suite 750
Los Angels, CA 90013-2344
Office No. (213) 576-7582
Fax No. (213) 576-7179
Joseph J. Punturo
New York Department of Law
Bureau of Investor Protection & Securities
120 Broadway, 23rd Floor
New York, NY 10271
Office No. (212) 416-8211
Fax No. (212) 416-8816
Kathryn Denton
Wisconsin Securities Division
345 West Washington Avenue
4th Floor
Madison, WI 53703
Office No. (608) 266-1365
Fax No. (608) 264-7979
Martin Cordell
Department of Financial Institutions
210 11th Street
3rd Floor West, Room 300
Olympia, WA  98504-1200
Office No. (360) 902-8732
Fax No. (360) 586-5068
Stephen Okumura
Hawaii Department of Commerce& Consumer Affairs
335 Merchant Street, Rm. 203
Honolulu, HI 96813
Office No. (808) 587-2619
Fax No. (808) 587-7559

NASAA Legal Department

Rex Staples
General Counsel

Joseph Brady
Assistant General Counsel

NASAA Corporate Office
750 First Street, NE
Suite 1140
Washington, DC  20002
Office No. (202) 737-0900
Fax No. (202) 783-3571

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Issues & Advocacy, NASAA Proposals, Regulatory Activity, Request for Comment