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Practice Area - Franchise Law

BlackBay Franchise Lawyers

BlackBay Lawyers is one of Australia's most renowned Franchise Law Firms. Our team of Sydney-based franchise lawyers can assist you in undertaking due diligence, drafting franchise agreements, disclosure documents, licensing documentation, trading terms and conditions, employment documents, policies and more.
Similarly, we can provide practical guidance and identify legal issues if you're looking to purchase a franchised business. We can also connect you with our franchise networks to build a complete team around you.



Contact our experienced team today

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Franchise Legal Solution Ecosystem

Franchising is a complex and specialised area of law governed by numerous intricate regulations and procedures which may make creating or getting involved in a franchise seem an intimidating prospect. However, our wealth of experience in franchises and franchising law will take the complexity out of the process as we assist you in developing a franchise system, navigate the reporting requirements or simply guide you as a critical collaborator.  Contact our team of expert franchise lawyers to learn more about how we can help you with franchising.

Our Solutions

Establishing a Franchise

Establishing your Franchise

Establishing a franchise requires a strategic approach to ensure compliance with Australia's complex franchise laws, particularly the Franchising Code of Conduct. Here's an overview of the process BlackBay Lawyers typically follows:


  1. Initial Consultation: We will begin with a detailed discussion about your business, your franchising goals, and the specifics of your planned franchise system. We will consider your business model, potential franchisee profile, and your growth plan.

  2. Drafting the Franchise Agreement: We will create a comprehensive Franchise Agreement, the primary legal document that outlines the relationship between you and your franchisees. This will include terms concerning franchise fees, territory, term and renewal, training and support, marketing, intellectual property rights, and termination conditions, among other items.

  3. Preparation of Disclosure Document: We will prepare a Disclosure Document in compliance with the Franchising Code of Conduct. This document provides prospective franchisees with the necessary information about the franchise, including details about the franchisor, the business, existing franchisees, and the costs involved.

  4. Operations Manual: We can also help you create an Operations Manual. This important document details the operational aspects of running the franchise, providing franchisees with a 'how-to' guide for managing the business.

  5. Franchise Code Compliance: We ensure all documentation and processes are compliant with the Australian Franchising Code of Conduct and the Competition and Consumer Act.

  6. Ongoing Legal Support: Once your franchise is up and running, we offer ongoing legal support for any disputes, issues, or changes that may arise in the future. This includes advice on managing franchise relationships, dispute resolution, system changes, and legal representation for commercial, employment or regulatory law needs.


"I am incredibly impressed with BlackBay Lawyers' expertise in commercial law. They provided invaluable support to my business, addressing each challenge with a unique and tailored approach. Their commitment to understanding our industry and leveraging their extensive knowledge has made all the difference.

Client Quote, Chambers APAC

Franchise Case Study - Retail Business

Client Overview

Our client, an innovative retail business specializing in eco-friendly products, had built a strong reputation for quality and sustainability over the past ten years. With a diverse range of products like reusable bags, eco-friendly cleaning supplies, and sustainable home goods, the client established a loyal customer base, contributing to annual revenues surpassing $5 million. Their dedicated staff of over 50 employees played a significant role in maintaining excellent customer service and driving their success.

Recognizing the potential for further expansion and a desire to spread their eco-conscious mission, the client sought to transition into a franchise model and approached BlackBay Lawyers, expert franchise lawyers, for comprehensive legal support.

Sidney Cityscape_edited_edited.jpg


Meet The Team 

Our franchise lawyer team combines decades of experience in the legal industry with countless successful outcomes. Together with our leadership, we have built one of the most renowned teams of commercial lawyers in Australia. 

Victoria-Jane Otavski


Victoria-Jane Otavski - Commercial Litigation Lawyer

Victoria-Jane is a leading litigator and renowned Australian commercial lawyer with a substantial commercial litigation practice. She is the first point of contact for many of Australia's well known, high profile corporations on all commercial litigation cases.


Victoria-Jane has in excess of 15 years experience in commercial litigation and understands the complexities of commercial litigation and the need to balance client interests in achieving vindication and managing reputational concerns.

If you are in need of a Franchise Lawyer, contact our team below. 

Greg Leather



Greg is a seasoned litigator with a substantial practice in commercial litigation, making him a trusted advisor for many of Australia's well-known corporations.


With a career spanning over 20 years, Greg's nuanced understanding of commercial law, paired with his expertise in telecommunications, securities & financing, and mergers & acquisitions, positions him uniquely to offer both strategic and holistic legal services to clients.

If you are in need of a Franchise Lawyer, contact our team below.

Justin Carroll



Justin is a commercial disputes partner and has practised in the Middle East, the UK and Australia.  Justin’s practice focuses mainly on public and professional liability, insurance coverage issues, defamation, property damage and engineering claims.  

Justin has acted for clients in state and federal court proceedings in Australia as well as in arbitral proceedings under the ICC, LCIA and DIAC rules.   

If you are in need of a Franchise Lawyer, contact our team below.


Special Counsel

Gosia Klus

Isabella Orlic - Commercial Litigation Lawyer


Isabella Orlic



Julie Mehrdawi

Yianni van Gelder - Commercial Litigation Lawyer

Graduate at Law

Yianni van Gelder

Our Approach

At BlackBay Lawyers, our purpose is to empower our clients to overcome their legal challenges with confidence that not only achieve positive results but also foster growth, innovation, and success


We do this by providing exceptional legal solutions that combine the expertise of the best legal talent with cutting-edge technology. Our team is comprised of specialists in Commercial, Regulatory, Employment, and Defamation Litigation.


We are dedicated to delivering the highest level of service in a holistic manner.

Commercial Litigation Lawyer Team in Action

Franchise Law FAQ

Franchising Your Business (Franchisor)

Franchising offers many benefits, both for franchisors and franchisees. Franchising is a way to expand a business without incurring the costs of opening new locations. For franchisors, it is also a way to build brand awareness and loyalty.

That being said, franchising is not without risk. The biggest risk is that franchisees will not be successful and will fail to meet their obligations under the franchise agreement. This can damage the franchisor's reputation and business such that it is important to ensure proper reporting requirements and safeguards are in place to avoid such a consequence.  

Before you decide to establish a franchise system, get expert legal advice from a franchising lawyer who is an expert in franchise law who will guide you through all of the details of franchising and setting up water-tight franchising systems.

  • Business Plan: 

    • If you want to franchise a business, a business plan will help. A plan can assist in identifying who is the ideal franchisee, where they may operate, what sort of staffing and support they are likely to need, and how much it will cost to get your franchised business up and running.

  • The Importance of Writing a Good Franchise Agreement: 

    • A good franchise lawyer is key in drafting good agreement compliant with franchise law that will contain key terms between the parties including the duration of the contract, renewal rights, obligations of the contracting parties, franchise fees, marketing contributions, insurance requirements, reporting requirements as well as other important clauses which may be industry specific (e.g. holding licences, qualifications and similar).

  • Franchising Code of Conduct: 

    • The Franchising Code is a legal code that must be followed in order to stay compliant with the Competition and Consumer Ac, 2010. The code explains certain rights and obligations of parties to a franchise system and the minimum information that must be provided to franchisees. The franchisor responsible for creating and updating a compliant disclosure document at specific points in time. The Franchising Code also governs how disputes between a franchisor and a franchisee should be handled by the Franchise Mediation Adviser's Office (“OFMA").

  • Franchising Tax Obligations: 

    • Franchisors should also be cognisant of tax obligations and the way franchise fees are taxed. All payments from a franchisee to the franchisor will be taxable income, and those payments will also incur GST payment. Franchisor payments to the franchisee generally include an initial franchise fee, subsequent franchise fees, service fees or royalties, advertising expenses, and transfer costs. Given the many implications that can arise out of a failure of meeting the franchise tax obligations, and to protect against possible franchise disputes and franchise legal actions, any franchise businesses should seek professional help, be that tax or legal advice from law firm.

  • Attracting Franchisees: 

    • Potential franchisees can be found through a myriad of channels such as internet searches, franchise directories and advertisements, roadshows and more. We can introduce you to a team of professionals that can assist in identifying and marketing to the right franchisees and in create great marketing and content material.

  • Management Team: 

    • Where possible, a franchisor should consider developing a management team charges with responsibilities for identifying and fielding potential franchisees, providing ongoing franchisee support, monitoring performance, reporting on performance, conducting credit and risk controls, and offering technical and marketing assistance to franchisees. BlackBay Franchise Lawyers has a team of employment lawyers that will be able to assist with developing a management team plan.

  • Franchise Intellectual Property protection: 

    • Protection of intellectual property is of paramount importance. Franchisors should take steps to protect intellectual property in their own business and brand name, trademarks, business operations, franchise documentation such as manuals, operating procedures, as well as in unique and inventive business ideas including taking steps of taking out a trade mark. Our team of franchise lawyers will work with you to ensure that your franchise documentation properly identifies and protects intellectual property rights and explicitly regulars what and how any franchisees can do with it.

  • Workplace Health & Safety: 

    • As experts in commercial law as well as employment law, we can provide legal services advise on workplace health and safety laws and requirements relevant to the franchise system and business and prepare operating manuals and manuals designed preserve the safety of everyone involved in the franchise.

News & Insights

Franchise Resources

Our expertise. 
Your call. 

Level 30, 133 Castlereagh St, Sydney, NSW 2000 Australia

Make an enquiry

If you are looking for an experienced and expert legal team to handle your franchise legal needs, trust us to provide you with the legal guidance and representation you need to achieve a positive outcome. Contact BlackBay Lawyers today to schedule a consultation.

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