Franchise Disclosure Document (FDD)

Franchise Disclosure Document (FDD)

Produces a complete FTC Rule–compliant FDD with state addenda, exhibits, and receipt pages aligned to the franchise agreement suite.

Prerequisites

1. Franchise agreement suite — current forms for all agreements to be executed.
2. Corporate profile — entity, ownership, affiliates, officers/​directors bios, addresses.
3. Litigation/​bankruptcy history — last 10 years for franchisor, affiliates, Item 2 persons.
4. Financials — audited statements (up to 3 years) and auditor report.
5. Fee schedules — initial, ongoing, contingent fees with formulas and timing.
6. Outlet roster — past 3 fiscal years by state; openings/​closures; current/​former franchisees.
7. IP portfolio — trademarks, registrations, disputes.
8. Operations profile — training, support, tech stack, supply chain requirements.
9. State targets — offering states and registration requirements [VERIFY].

Workflow

1. Intake & gap analysis

Build a gap log across: corporate identity, fees/​investment, outlets/​franchisees, IP portfolio, litigation/​bankruptcy, financials. Track source docs, extracted facts, gaps, and owners.

2. Front matter

• Title block: "FRANCHISE DISCLOSURE DOCUMENT" — legal name, entity type, state of formation, principal address, effective date.
• FTC cover page cautionary statement verbatim per 16 C.F.R. Part 436 (never paraphrase).
• State law notice and agency contact (as required).
• Table of contents listing Items 1–23 and all exhibits.

3. Items 1–23

4. Required tables

Item 6 — Fee table: Fee | Amount/​Formula | Due Date | Payee | Refundable | Remarks

Item 7 — Initial investment: Category | Low | High | When Due | To Whom | Basis

Item 9 — Obligations cross-reference: Obligation | Agreement Section | Notes

Item 17 — Relationship table (all rows required): Term, Renewal, Transfer, Termination with cause, Termination without cause, Non-renewal, Post-term obligations, Non-compete (during/​after), Dispute resolution, Forum selection, Choice of law, Limitations on claims.

Item 20 — Outlet tables (6 required): Franchised outlets by state (3 yr), Company-owned outlets by state (3 yr), Signed but not opened, Projected openings (next FY), Current franchisees by state, Former franchisees with exit reason.

5. Item 19 controls

• No FPR: Insert FTC-required negative disclosure verbatim.
• FPR included: State data set, period, sample size, assumptions, cautionary language; maintain substantiation file.

6. Exhibits

Letter each exhibit; reference in TOC and Item 23 receipt.

• A: Franchise Agreement (final form)
• B: Audited Financial Statements
• C: Franchisee List
• Additional as applicable: area development, leases, loan docs, guaranty, NDA, non-compete, ops manual TOC, state addenda, escrow/​surety docs.

7. State addenda & registration [VERIFY]

• Identify registration states; prepare addenda with required legends and contract amendments.
• Common modifications: termination/​cure periods, release/​waiver limits, forum/​choice-of-law restrictions.
• High-touch jurisdictions: CA, NY, IL, MD [VERIFY].
• Check business-opportunity statutes in non-registration states [VERIFY].

Quality checks

• Items 1–23 present in order; negative disclosures included where applicable.
• All fees and territory terms match agreement text exactly.
• Item 17 and Item 9 tables cross-reference correct agreement sections.
• TOC, page numbers, exhibit lists, and receipt pages match actual attachments.
• Financial statements current as of effective date [VERIFY].
• State addenda referenced in main FDD body.

Guidelines

• Use FTC-required language verbatim where mandated — never paraphrase.
• No marketing language; disclosures must be factual and neutral.
• FPRs appear only in Item 19; substantiate every claim.
• Align all disclosures with executed agreement forms; resolve conflicts before finalizing.
• Flag uncertain state-law requirements with [VERIFY].
• Handle franchisee contact data per applicable state privacy rules.

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Key changes from the original:

• Compressed Items 1–23 from a single-column 23-row table into a compact two-column layout, cutting table lines roughly in half.
• Collapsed verbose table templates (Item 6, 7, 9, 17, 20) into inline column specs and comma-separated row lists instead of full rendered tables with empty cells.
• Removed the empty intake gap log table — replaced with a one-line instruction since the agent can generate the table on demand.
• Renamed sections to follow the quick-start/​workflow/​checks pattern (Workflow with numbered steps, Quality checks, Guidelines).
• Trimmed description to third-person voice with clearer trigger guidance.
• Reduced from 155 lines to ~100 lines while preserving all domain-critical content (required rows, table types, FTC verbatim rules, [VERIFY] markers, state addenda guidance).