Emerging Companies Insider

The Emerging Companies Insider blog focuses on recent and developing areas of the law affecting startup and emerging growth companies and their investors, including choice of entity, shareholders’ agreements, issuance of equity to employees, preparing for and executing a capital raise, exit strategies and the JOBS Act and its impact on how companies can and should raise capital from investors.

Franchise Law Update

For those with an interest in the world of franchising, the Franchise Law Update blog will become a regular stop for you. Our bloggers discuss not only the regulatory aspects of franchising, but also diverse topics such as business finance, employment, litigation and the protection of intellectual property including trademarks and copyrights. We understand that while franchising has its unique aspects, franchise businesses confront the same opportunities, changes and challenges as any other business.

Recent Blog Posts

  • Takeaways from the IFA Philadelphia International Franchise Association Summer Event at Rita’s Franchise Company The Philadelphia Chapter of the International Franchise Association’s Women’s Franchise Network hosted its annual summer meeting this past week.   For those of you who do not know, the local chapters of the IFA WFN’s is a local community designed to create, promote and inspire a network of female franchise business professionals dedicated to strengthening the success of women in the franchise industry.  Hosted by Rita’s Franchise Company at their company headquarters and training facility in the Philadelphia suburb of Trevose, more... More
  • Navigating National Accounts in Service Franchise Systems (Reports from the IFA Legal) Approximately one third of all franchise systems in the U.S. are service franchises. Services franchises can offer business services (e.g. insurance, printing), services related to residential and commercial real estate and fixtures (e.g. landscaping, plumbing), or personal and consumer services (e.g. education, health care). As with all goods-focused franchise systems, the franchisee territory is often a  primary source of disputes between franchisees and franchisors. Service franchises, however, often contain a unique, territory-related feature: national account programs. Service franchise systems use national account... More
  • Dinner on Demand: Franchising and Meal Prep Delivery A meal kit contains the ingredients necessary to prepare a meal, and many are intended to be balanced and healthy. Meal kits are being marketed for all occasions to provide freshly prepared meal options. Kits answer not only the question of “What is for dinner,” but also, “Do I have everything I need?” These kits also provide a solution to those who want to eat healthy, allowing them to customize their order. The growth rate is staggering. From 2018 to 2019, the... More
  • Examining Franchise “Influencers” – Who is Driving that Franchise Sale? Mark Siebert, CEO of the well-known franchising consulting firm iFranchise Group, authored a very interesting article in a recent issue of Franchise Times magazine about “influencers” in franchise sales. As a corporate and regulatory transactional franchise attorney, I represent both franchisors (in the sale) and franchisees, multi-unit owners and area developers (in the purchase) of franchise units. Helping a start-up franchise system navigate the sale of one of its first units is exciting as is providing the legal guidance to a... More
  • Did You Know? NASAA Releases New Instructions On May 19, 2019, the North American Securities Administrators Association (NASAA) adopted new state cover sheets and state effective dates page for franchise disclosure documents. Beginning on January 1, 2020, the FDD must now include three specific cover sheets prepared in accordance with the instructions and samples promulgated by NASAA. All of these new pages are required to appear directly behind the cover page of the FDD, before the main body of the FDD containing Items 1-22. The first of these... More
  • Memorial Day The seeming confusion over Memorial Day, especially when we’ve lost almost 7,000 American servicemen and women in the wars we’ve been fighting in Iraq, Afghanistan, and Syria, and against ISIS, for almost two decades, bothers me. I respect and admire our Veterans, but their day is November 11th. And I have the utmost respect for all those currently serving in uniform, including a number of whom I count as friends. But Armed Forces Day was May 21st–did you remember to fly your... More
  • Updates From the Franchise Times Finance and Growth Conference! I recently attended the annual Franchise Times Finance and Growth Conference in Las Vegas. In addition to hearing dozens of emerging and established brands pitch their systems, one of the highlights of the Conference is certainly the Deal Makers Gala Awards Luncheon. This is where the Franchise Times recognizes those deals which “drive the capital the help build franchise empires.” The luncheon kicked off with a very insightful panel composed of three award winners: Greg Flynn, CEO of Flynn Restaurant Group... More
  • Tempnology: Rejection of Executory Contract is Not Rescission The long awaited ruling in Mission Products Holding, Inc. v. Tempnology LLC (In re Tempnology) has simplified the intersection of bankruptcy and trademark law, with the court holding that rejection “constitutes a breach” of an executory contract and not an irrevocable termination of the contract. Tempnology licensed clothing and accessories to Mission Products, but Tempnology filed bankruptcy to, among other things, “reject” burdensome contracts such as that held by Mission Products. Section 365 of the Bankruptcy Code enables a debtor to “’reject... More
  • Not a Joint-Employer? Franchisors Now Need to Prove the Negative in California A wage and hour case before the Ninth Circuit Court of Appeals, Vazquez v. Jan-Pro Franchising International, is the latest front in the joint employer battle.  In Vazquez, unit franchisees of a janitorial service system alleged that they were employees of the franchisor.  The District Court granted summary judgment to the Franchisor, based on a prior decision from the First Circuit. On appeal, the Ninth Circuit first decided that the First Circuit decision—a class action–was not res judicata for the action... More
  • Part II: More Tips on Using Social Media to Drive Franchise Sales The female panelists at last month’s Philadelphia IFA Women’s Franchise Network Meeting provided so many great tips on how they utilize social media online to drive franchise sales that we couldn’t fit them into one blog post! Feedback from the 40 women professionals in the audience was overwhelmingly positive. Below are some additional takeaways from the day: Use an Outside Agency to Fill in Knowledge Gaps. The most frequently asked questions during the panel related to the use of outside agencies.  ... More
  • You’re Invited: Austin’s Startup Community Global Impact: Featuring SXSW and Central Texas Angel Network The American Bar Association is holding its upcoming 2018 Business Law Section Annual Meeting at the Austin Convention Center in Austin, TX, from September 13 to 15. Fox partners Emily Yukich and Matt Kittay are organizing a panel discussion entitled “Austin’s Startup Community Global Impact: Featuring SXSW and Central Texas Angel Network.” The panel will feature Claire England (Executive Director of the Central Texas Angel Network (CTAN)) and Chris Valentine (SXSW Pitch Event Producer). It will provide unique insights regarding Austin’s early... More
  • The Taxman Cometh (for Your Internet Sales) On Fox’s Franchise Law Update blog, partners John Gotaskie and Elizabeth Sigety reviewed the U.S. Supreme Court’s decision in South Dakota v. Wayfair, in which the court reversed longstanding precedent blocking states from requiring that sellers with no physical presence in their state collect and remit sales taxes on goods shipped to in-state consumers. The precedent had been a boon to the e-commerce industry. We invite you to read John and Elizabeth’s examination of the decision: The Taxman Cometh (for Your Internet Sales) ... More
  • SEC: Bitcoin Is Not Governed by Securities Laws Our colleague Kristen Howell has published an alert reporting on an important development in the cryptocurrency industry. The U.S. Securities and Exchange Commission has declared that Bitcoin, Ethereum and other coins operating on truly decentralized platforms are not securities. The agency’s reasoning was revealed in remarks by William Hinman, Director of the SEC’s Division of Corporate Finance, at the Yahoo Finance “All Markets Summit: Crypto” on June 14. Hinman explained that since the value of cryptocurrency is not based on the expectation... More
  • Four Considerations for Advisor Option Grants Startup clients often rely on independent contractors and advisors during their early stages but do not have the cash to pay them, so they turn to equity compensation. Stock options are a great incentive tool, but founders should consider the following before issuing options to advisors or independent contractors: How Much?: Most founders grant early advisors and contractors options that cover anywhere from 0.10% to 1% of the company’s fully diluted stock on a case-by-case basis. Founders should consider (i) how... More
  • Los Angeles Startups: Join Us April 24 for an HR Boot Camp! Attention all Los Angeles area emerging companies! Want to get the most out of your people and your investment? Focus on your company’s HR and corporate governance. Join Fox Rothschild Employment and Corporate attorneys Sahara Pynes and Emily Yukich as they host a free workshop for startups and emerging companies. Enjoy breakfast on us as you learn how to keep growing businesses on track, create invested teams, manage risk and cultivate top-notch culture. When:  April 24, 2018, 8:30am – 10:00am Where:  Fox’s Los Angeles Office  10250 Constellation Blvd.  Suite... More