Which Side of the Franchise Are You On?

Buying a Franchise?

We review your Franchise Disclosure Document (FDD) and franchise agreement before you sign — so you understand exactly what you're committing to and what your rights are under Ontario law.

Protect your $50,000+ investment.

From $1,500 + HST

Review My FDD
Selling a Franchise?

We draft your FDD and franchise agreement to comply with the Arthur Wishart Act (Franchise Disclosure), 2000. Avoid rescission risk and build a legally compliant franchise system from day one.

Expand with confidence.

From $7,500 + HST

Draft My FDD

Buying a Franchise in Ontario? Know Your Rights Before You Sign.

A franchise is one of the largest investments you'll make. The Arthur Wishart Act (Franchise Disclosure), 2000 gives Ontario franchisees powerful legal protections — but only if you know how to use them. We help you understand exactly what you're signing and what your rights are.

Franchise Disclosure Document (FDD) Review

The Arthur Wishart Act requires every franchisor to deliver a complete FDD at least 14 days before you sign any agreement or make any payment. This document contains critical information about the franchise system — but it's complex and often runs hundreds of pages.

We review your FDD to identify:

  • Whether the FDD complies with Ontario's disclosure requirements
  • The full cost of the franchise — initial fees, royalties, marketing fund contributions, and hidden costs
  • Territorial rights and restrictions on where you can operate
  • Renewal terms, transfer restrictions, and termination clauses
  • The franchisor's litigation history, financial health, and track record
  • Whether any material facts are missing that could trigger rescission rights

A thorough FDD review is the single most important step before committing to a franchise investment.

Franchise Agreement Review & Negotiation

The franchise agreement is the binding contract that governs your entire relationship with the franchisor — often for 10 years or more. Unlike the FDD (which is informational), the franchise agreement creates enforceable legal obligations.

We review and negotiate terms including:

  • Royalty and advertising fund obligations
  • Performance requirements and default provisions
  • Non-compete clauses and post-termination restrictions
  • Right of first refusal on renewals and transfers
  • Personal guarantee requirements
  • Dispute resolution and governing law provisions

Many franchise agreements are presented as “non-negotiable.” An experienced franchise lawyer knows which terms franchisors will negotiate and how to protect your position.

Your Rescission Rights Under the Arthur Wishart Act

Ontario's Arthur Wishart Act gives franchisees powerful rescission (cancellation) rights that don't exist in most other business relationships:

60-Day Rescission Right: If the franchisor delivered a deficient FDD — one that fails to comply with the Act's requirements — you can rescind (cancel) the franchise agreement without penalty within 60 days of receiving the FDD.

2-Year Rescission Right: If the franchisor never delivered an FDD at all, you can rescind the franchise agreement within 2 years of entering into it.

What happens upon rescission: The franchisor must, within 60 days:

  • Refund the franchise fee and all other money received from you
  • Purchase back your inventory, supplies, and equipment at cost
  • Compensate you for losses incurred in acquiring and operating the franchise

If you believe your FDD was deficient or was never provided, contact a franchise lawyer immediately. These rescission rights are time-sensitive and cannot be waived under Ontario law.

FDD Review Pricing

Our FDD review service is offered at a flat fee — quoted before work begins. No hourly billing, no surprises.

Standard FDD Review — From $1,500 + HST

Includes a complete review of the Franchise Disclosure Document and franchise agreement, a written summary of key findings and red flags, and a consultation to discuss your options.

Comprehensive FDD Review with Negotiation Support — From $2,500 + HST

Everything in the Standard review, plus franchise agreement negotiation support, follow-up questions with the franchisor's legal team, and ongoing advice through to signing.

Building a Franchise System? Get Your Disclosure Right from Day One.

If you're franchising your business in Ontario, the Arthur Wishart Act requires you to prepare and deliver a compliant Franchise Disclosure Document (FDD) to every prospective franchisee. A deficient FDD exposes your franchise system to rescission claims, damages, and reputational harm. We help you build a legally sound franchise foundation.

Franchise Disclosure Document (FDD) Preparation

We prepare your FDD to fully comply with the Arthur Wishart Act (Franchise Disclosure), 2000 and Ontario Regulation 581/00. Your FDD will include all required disclosures:

  • Franchisor business background, experience, and corporate structure
  • All franchise fees, royalties, marketing fund contributions, and other costs
  • Territorial rights and any restrictions on franchisee operations
  • Financial statements prepared in accordance with Canadian auditing standards
  • Litigation and bankruptcy history
  • List of current and former franchisees
  • Copies of all franchise-related agreements
  • Certificate of disclosure signed by officers or directors
  • All material facts that could reasonably affect a franchisee's investment decision

We ensure your FDD is delivered as a single, complete document — as required by Ontario case law — and that your disclosure process is properly documented to defend against future rescission claims.

Franchise Agreement Drafting

Your franchise agreement is the backbone of your franchise system. We draft comprehensive franchise agreements that protect your brand, system standards, and intellectual property while complying with Ontario franchise law.

Our franchise agreements address:

  • Grant of franchise rights, territory, and term
  • Franchise fee structure, royalties, and payment terms
  • System standards, operating procedures, and quality control
  • Training and ongoing support obligations
  • Marketing fund provisions
  • Transfer, renewal, and termination rights
  • Non-compete and confidentiality provisions
  • Dispute resolution mechanisms
  • Compliance with the Arthur Wishart Act's duty of fair dealing

Every franchise agreement is drafted to work in coordination with your FDD — ensuring consistency across your disclosure and contractual documents.

Arthur Wishart Act Compliance

Ontario's franchise disclosure law is strict — and the consequences of non-compliance are severe. We advise franchisors on:

  • 14-day disclosure requirement: Ensuring your FDD is delivered at least 14 days before the franchisee signs any agreement or makes any payment
  • Material change statements: Preparing and delivering statements of material change when significant changes occur after the FDD is issued
  • Annual FDD updates: Updating your FDD within 6 months of your fiscal year-end, including current financial statements
  • Certificate of disclosure: Ensuring the certificate is properly signed by the required number of officers or directors
  • Deposit handling: Structuring deposits to comply with the Act (maximum 20% of franchise fee or $100,000, refundable, non-binding)
  • Record-keeping: Documenting FDD delivery and acknowledgment to defend against rescission claims

Non-compliance can result in franchisees exercising rescission rights — requiring you to refund all fees, repurchase inventory and equipment, and compensate the franchisee for losses. The cost of proper compliance is a fraction of the cost of rescission.

Ongoing Franchise System Legal Support

As your franchise system grows, your legal needs evolve. We provide ongoing support including:

  • Franchise agreement renewals and amendments
  • Franchisee dispute resolution and enforcement
  • Territory expansion and multi-unit agreements
  • Franchise transfers and resales
  • Termination and default proceedings
  • Updates to system standards and operating manuals
  • Compliance with amendments to franchise legislation

Whether you're granting your second franchise or your fiftieth, consistent legal support protects your brand and reduces risk across the system.

FDD Preparation Pricing

Our FDD preparation service is offered at a flat fee — quoted based on the complexity of your franchise system.

New Franchise System FDD — From $5,000 + HST

Includes complete FDD preparation, franchise agreement drafting, certificate of disclosure, and a consultation to review the final documents.

FDD Update / Annual Refresh — From $5,000 + HST

Annual update of your existing FDD with current financial statements, material changes, and updated franchisee lists.

Three Steps to Franchise Legal Clarity

Getting started is simple. No retainers, no long onboarding — just clear next steps.

1

Book a Free Consultation

Schedule a 30-minute call to discuss your franchise legal needs — whether you're reviewing an FDD before buying, or preparing disclosure documents for your franchise system. No obligation, no charge.

2

Get a Flat-Fee Quote

Receive a clear, fixed-price quote for the work required — before any legal work begins. You approve the scope and fee, then we get started.

3

Receive Your Legal Documents

Your FDD review, franchise agreement, or disclosure documents are completed, reviewed with you, and delivered — all online. Ask questions, request revisions, and move forward with confidence.

Franchise Law Questions, Answered

Common questions from franchisees and franchisors in Ontario.

A Franchise Disclosure Document is a legally required package of documents that a franchisor must deliver to a prospective franchisee under the Arthur Wishart Act (Franchise Disclosure), 2000. The FDD contains detailed information about the franchise system — including all fees and costs, the franchisor's litigation and financial history, territorial rights, and copies of all agreements. The FDD must be delivered at least 14 days before the franchisee signs any agreement or makes any payment. It is not a contract — it is a disclosure tool designed to help franchisees make informed investment decisions.
You are not legally required to have a lawyer review your FDD, but it is strongly recommended. FDDs are complex legal documents that often run hundreds of pages. A franchise lawyer can identify red flags, missing disclosures, unfavourable contract terms, and potential rescission rights that a non-lawyer would likely miss. The cost of a professional FDD review is a fraction of the investment you're making in the franchise — and it could save you from a costly mistake.
The Arthur Wishart Act (Franchise Disclosure), 2000 is Ontario's franchise legislation. It requires franchisors to provide prospective franchisees with a complete disclosure document, imposes a duty of fair dealing on both parties, protects franchisees' right to associate with other franchisees, and provides rescission rights if the franchisor fails to comply with disclosure requirements. The Act applies to any franchise that operates partly or wholly in Ontario.
If a franchisor fails to deliver an FDD at all, the franchisee has the right to rescind (cancel) the franchise agreement for up to 2 years after entering into it. Upon rescission, the franchisor must refund all fees, repurchase inventory and equipment at cost, and compensate the franchisee for any losses incurred. If the FDD was delivered but was deficient — meaning it didn't comply with the Act's requirements — the franchisee can rescind within 60 days of receiving it.
At Muddasir Law, we use flat-fee pricing for franchise legal services. The cost depends on the scope of work — a standard FDD review is quoted at a fixed price before work begins, with no hourly billing. FDD preparation for franchisors is quoted based on the complexity of the franchise system. Book a free 30-minute consultation to discuss your needs and receive a quote.
Many franchisors present their franchise agreement as a standard, non-negotiable document. However, experienced franchise lawyers know that certain terms — particularly those related to territory, renewal rights, personal guarantees, and termination provisions — can often be negotiated. Even where the core agreement is standardized, a franchise lawyer can help you understand which provisions carry the most risk and advise you on what to push for before signing.
Yes. When an existing franchised business is being resold, the franchisor must provide a new FDD to the prospective buyer. Recent Ontario court decisions have established that the FDD for resales must also include the historical sales revenues of the franchised business being resold. The same 14-day disclosure period and rescission rights apply.
The Arthur Wishart Act imposes a duty of fair dealing on both franchisors and franchisees. This means both parties must act in good faith and in accordance with reasonable commercial standards in the performance and enforcement of the franchise agreement. If either party breaches the duty of fair dealing, the other party has the right to sue for damages. This duty cannot be waived or contracted out of under Ontario law.

Ready to Get Franchise Legal Advice from a Licensed Ontario Lawyer?

Book a free 30-minute consultation. No obligation, no hourly billing — just clear legal advice on your franchise matter.

Book Your Free Consultation