Preface

• Author: Jeffrey A. Brimer
• Pages: xix-xx

xix

Preface

When I was asked to undertake the task of editing the second edition of the Fran-

chise Law Compliance Manual by Andy Scott, who was then the Publications

Officer of the Forum on Franchising, it caused me to reflect on the development

of the first edition, which was edited by my good friends, Steve Goldman and Bret

Lowell. As Rick Asbill, then the Chair of the Forum, noted in his Foreword and

Steve noted in his Preface, I was a member of the Corporate Counsel Steering

Committee when the first edition was being developed and had a role in the

development of the first edition of the Manual. A lot has occurred since then—I

succeeded Steve as Director of the Corporate Counsel Division in 1998 and

moved up to the Governing Committee two years later, where I served until 2005.

Steve and I also co-chaired the 2002 Annual Forum on Franchising in Scottsdale,

Arizona—the 25th Anniversary of the Forum.

The first edition of the Franchise Law Compliance Manual has proven to be

one of the most used publications of the Forum on Franchising. Even though I left

my position as an in-house counsel nearly eight years ago, I still regularly consult

the Manual when I am need of a quick way to learn about an area of franchise law.

But a lot has changed in franchising and franchise law since the publication of

the first edition. In the 11 years that have passed, the most notable development

was the issuance of the new Franchise Rule by the Federal Trade Commission

(FTC), which was followed closely by an update to the North American Securities

Administrators Association (NASAA) Guidelines. Although the new FTC Fran-

chise Rule was in development when the first edition was published, the Staff

Report was not issued until 2004, the Rule did not become effective until 2007,

and the NASAA Guidelines were not updated until 2008. These developments,

by themselves, warranted an update to the Manual.

Other developments in franchising also had an impact on the usefulness of

the Manual. When the first edition was published, only a handful of large franchi-

sors engaged in international franchising. Now, many franchisors, including

those with only a few units in the United States, see great opportunities overseas.

The Forum responded to this development with the publication in 2001 of a com-

panion to the Manual—the Fundamentals of International Franchising—which

was also edited by Steve Goldman along with Rick Asbill. A second edition to

this book is currently being edited by Will Woods. We have addressed interna-

tional franchising in a new chapter devoted to this subject and in changes to other

chapters, including the first chapter on intellectual property.

Finally, one of the most significant developments that have affected franchis-

ing in the twenty-first century has been the recession, which began in 2008 and

whose effects continue as of the publication of this second edition. Its major

impact has been the significant reduction in the willingness of financial institu-

tions to lend money to franchisees to start new franchise businesses and add

additional units. As a result, many established franchisors have seen a significant

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