Author: Paul Segreto

Passionate About Fueling Entrepreneurial Spirit; Entrepreneurship Coaching; Management & Development Advisory & Consulting; Franchises, Restaurants, Service Businesses; Thought Leader, Influencer, Content Creator & Author.

Introduction to International Franchising

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world-map-photo1The following article was submitted by Guest Author, Kathryn Rookes. Kathryn is an experienced franchise attorney and a member of FSB Legal, a virtual law firm. She is one of the very few franchise attorneys in the United States with experience in a government regulatory practice (Maryland Division of Securities), private practice, and as in-house counsel. With this diversity of experience, Kathryn understands the issues that franchisors face on a daily basis.

Introduction to International Franchising
as submitted by Kathryn Rookes, Attorney, FSB Legal

Introduction

Many franchisors perceive international expansion of their franchise concepts to be a great way to generate cash on a short term basis and do not fully appreciate the long‐term commitment that successful international franchising requires. The level of commitment and resources required to expand internationally is often greater than that required for domestic expansion. This article provides a brief overview of the requirements for international franchising and identifies a typical international deal flow process. We also have included several resources that contain additional information for further research.

Evaluate Your Resources

When making the decision to go international, you must consider the additional resources that you will need to successfully expand and support your new international franchisees. Areas of increased costs to consider include telephone and postage, travel, marketing, trademark registration, preparing international franchise agreements and disclosures, costs of goods due to export/import controls, foreign taxes, translations and document registration, to name a few.

Determine What You Will Offer

International deals are normally structured in one of three ways. First are single unit franchise sales (sometimes called direct franchising), much like many systems sell in the United States. The next option is area development rights, in which you identify 1 developer who opens multiple units of its own. The third common option is master franchising (also called sub‐franchising). In this method you identify 1 developer that has the right to open its own units, and also the right to sell additional units to other franchisees. In addition to these three methods, some international arrangements are structured as joint ventures, in which you are an equity partner with your foreign franchisee. Each method has its own risks and rewards, so you must evaluate your goals and your resources to determine which method best suits your needs.

Finding Good Research

Your research on each opportunity generally consists of two areas, research on the territory and research on your prospective franchisees. The internet provides a wealth of information on the territory. The United States Department of Commerce is a good starting point as is its included agency, the International Trade Administration. The trade promotion unit of the International Trade Association, the United States Commercial Service also provides significant help by providing market research, worldwide trade events for promoting your offering, assistance in identifying prospective franchisees, manufacturers and distributors, and individualized counseling on going international.

For research on your prospective franchisees, you are well served to retain the services of one of the many companies that provide due diligence or investigative type services. Research on people and companies in other countries is a very tricky business, as the stability, accuracy and adequacy of information in other areas of the world is often lacking. These companies will be able to evaluate the trustworthiness of the information they obtain, and can educate you on the limitations of the information so that you can make your own decisions on the risks you are assuming by choosing any particular franchisee.

Establishing a Deal Flow Process

The deal flow process for international deals will usually be significantly different from your domestic deal flow process and will necessarily require more time and resources for each deal. We generally recommend the following steps to ensure compliance with Unites States’ and the foreign country’s local law.

1. Determine whether there are any legal or practical barriers for your target country. Legal barriers include the U.S. government’s trade embargos and terrorism sanctions, in which U.S. businesses are prohibited from conducting business in certain countries. You may find this information primarily at the United States Department of the Treasury, Office of Foreign Asset Control website. The primary restrictions involve, as of January 2009, Balkans, Belarus, Burma, Cote d’Ivoire (Ivory Coast), Cuba, Democratic Republic of the Congo, Iran, Iraq, former Liberian Regime of Charles Taylor, North Korea, Sudan, Syria and Zimbabwe. Practical barriers (which also can be legal in nature) might include currency export restrictions (you won’t be able to get paid), prohibitions on foreign investment and/or ownership (you’re not allowed to invest there), lack of governmental infrastructure (you can’t register your trademarks or protect your intellectual property, trade secrets or contract interests due to lack of a stable court system), competition (both laws and actual), taxes (you can’t afford), restrictions on transfer (can’t stop your franchisee from selling out), economic conditions (won’t support your business model) and other such items.
2. Once you have determined that there is no barrier, you should determine whether there is a franchise disclosure and/or registration law in the target country. If there is, you should retain local counsel immediately to draft the necessary disclosure and handle the registration for you. We are happy to assist you with this process.
3. Identify your prospective franchisee and begin your background check on the prospect.
4. Negotiate and document a Letter of Intent that contains the material terms of the new deal. You will normally require a deposit against the initial development fee on the signing of the LOI.
5. Retain local counsel to review your proposed form of agreement to revise the agreement to ensure that it complies with all applicable local laws.
6. Negotiate with your prospective franchisee on any changes to your form of agreement. Once all terms are negotiated, you will finalize the agreement and proceed with signing.
7. Once your agreement is fully signed, you will want to proceed with registering your trademarks in the country, if you don’t already have the marks registered. If you have a large budget for your international expansion, you should ideally move this step up as early as you can afford, even up to step 2 if possible.
8. Once all of the above is accomplished, the real work begins. You now need to arrange for training, import of products or ingredients, site selection assistance, site development assistance, marketing assistance, and all of the other support services that franchisors normally provide.

Summary

With proper planning, international expansion of your franchise system can be an exciting new challenge that brings you many rewards. At FSB Legal, our attorneys are experienced in international franchising and have completed deals in over 35 countries. We are happy to help you begin this journey.

Why are franchise sales lagging?

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lagging-salesBesides the obvious factors of economic uncertainty and tight credit, what other factors are contributing to dismal franchise sales across the industry? Are we contributing to the problem? Are we doing a disservice to franchise candidates, the very people exploring options for a better future?

Recently, Franchise Update’s own mystery shopping (posing as a qualified buyer and phoning in and emailing to 148 franchise companies who represented 57,000 units) revealed such fundamental flaws as:

no callback within 48 hours (58%);
not taking a name (24%);
not taking a phone number (45%) or email address (40%); and
not asking for a time frame for buying/opening a franchise (67%).

The ironic thing is that the industry routinely pays out 20-30-40% commission on franchise sales.

In light of recent poor performance and, high expense in actually awarding a franchise, can the franchise industry continue its franchise development efforts in the same manner as it has for the past ten or so years AND expect to grow?

Franchise Success and Web 2.0

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web-20-logos1I believe anything a franchisor does should be done to benefit the franchise relationship and Web 2.0 plays perfectly into this philosophy as it affords interactivity at all stages of the franchise relationship. From prospecting for qualified franchise candidates to supporting current franchisees, the utilization of Web 2.0 tools creates environments that strengthen relationships, shares information, provides two-way communications, and provides points of reference for follow up. It creates a multi-tiered platform of information that benefits both franchise development and customer generation efforts alike. Often, simultaneously.

For franchise startups, the founder’s vision of the concept is paramount to future success. They are perceived as the concept. They are essentially the brand. At least until a significant number of franchises are awarded and brand awareness is established across multiple markets, they are the inspiration for franchise candidates. The benefit to spreading this message through Web 2.0 outlets such as social networking, video sharing, blogs, etc. is that these tools and associated strategies will generate direct excitement about the business concept while generating subliminal, subtle interest in the franchise concept. This establishes a perfect foundation for growth. It also defines a very worthwhile, visible support mechanism for franchisees.

Some Reasons Why Franchisors Fail

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failure-2Assuming proper capitalization and diligence in establishing the original business concept as a franchise sytstem, in my opinion, there are two simple reasons for franchisor failure.

One, franchisors don’t treat the franchise relationship as an interdependent realtionship where success at all levels in the organization is dependent on each party to the franchise agreement. Ignoring this fact causes franchisees to feel they’re treated like unappreciated employees, breaks down communications and ultimately fractions the system itself. This results in untimely royalty payments and focuses franchisor’s attention on collections and possible legal actions.

Second, franchisors, especially startups, whether out of necessity or overzealousness, use the practice of checkbook franchising. That’s the difference between selling a franchise and awarding a franchise. Just because a franchise candidate has the funds doesn’t mean he will be successful as a franchisee. Too many of these franchisees cause problems in all areas and affect the system as a whole resulting in closed units and legal problems. Both of which must be disclosed in disclosure documents that ultimately affects franchise sales.

In the end, franchisors experience reduced revenue streams in both royalties and franchise fees while increasing legal expenses. Once this cycle begins it’s extremely difficult to stop without drastic change.

Would the world be a better place without franchising?

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franchising-chart1It is unfortunate the franchise industry continues to be (and always will be) subjected to bad press because of franchisee failures resulting in lost family savings including the children’s college fund. It’s unfortunate because bad press sells and society has evolved into accident watchers. Need I say “rubber necking on the highway?”

Not to mention that society has become full of gossipers. When was the last time you heard someone in the neighborhood say “Did you know Joe and Mary have been married for thirty happy years?” Such a positive comment is usually left unspoken, at best. Instead, you would be more likely to hear, “Did you know that Joe cheated on Mary.” Well, I think you see the point.

Would it be better for the press to report franchisee failure due to the franchisee not following the system, being undercapitalized or because of serious substance abuse problems? I seriously doubt it. But wouldn’t that at least educate the public? The same public that is looking at franchising as a career alternative or their first step into entrepreneurship. I know, that’s never going to happen either but it would shed a light on the truth.

I haven’t even touched upon less than reputable franchisors, undercapitalized franchise concepts and poor lending practices. Regardless, of how much government tries to protect potential franchise candidates, the government and the industry itself cannot effectively police every franchise professional, every franchise company and every aspect of commercial lending. It’s just not feasible and possible.

So, the ultimate answer lies in dedicating more time and resources in positively publicizing franchise concepts and the industry itself. As well, promoting efforts and results in working with community and non-profit groups would go a long way towards positive public sentiment.

Basically, we (reputable franchisors, franchise professionals and the industry as a whole), need to create a publicity bank that can be withdrawn from as a precaution and hedge against the potential and reality of negative publicity. And just like the cash reserves insurance companies are required to have on hand for future claims, multiple sources and instances of positive publicity must be accumulated to counter the few negative counts of publicity that the media so enthusiastically reports.

The world would not be a better place without franchising. We just need to inform and remind people of the industry’s efforts and accomplishments so the world knows how franchising has actually made the world a better place and will continue to do so for years to come.

The challenge is that in today’s uncertain economic environment, where franchisors continue to cut budgets, the possibility of dedicating more resources towards positive publicity is slim to none. Certainly, it won’t be done in the traditional sense.

But it can be achieved, as it can also be achieved for marketing, development and operations, by exploring non-traditional strategies, methods and processes which are essential to future franchise growth and success..at all levels.

Small Business Solutions and Resources

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As small business owners continue to feel the crunch of the current economic crisis, they can use all the resources they can get. Please share any business solutions and resources you’ve discovered that may assist small business owners keep their business afloat during these tough times and prepare them to capitalize on new business when the economy turns around. Your contributions will be greatly appreciated by all, I’m sure!

Here’s my contribution.

CEOjump (www.CEOjump.com) is a solution to accessing all of the information needed to run a business effectively. Their goal is to create an online community that saves time by connecting the most critical information, business tools, and networking into the most efficient executive interface on the web!

Has social networking become a component of your marketing strategy?

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linkedin-logo2facebook2Has social networking become a component of your marketing strategy? What aspects of Web 2.0 are being used to to generate interest in your business? to actually drive customers to your business?

An author of a recent article in USA Today lists his top ten trends for small business in 2009. Several of the trends include Web 2.0, Blogs and Social Networking. The link to the article is listed below.

http://www.usatoday.com/money/smallbusiness/columnist/strauss/2009-01-05-top-trends-for-small-business_N.htm

Marketing in a Recession

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Increase or decrease marketing efforts? Check out the previously printed statement that was recently forwarded to me in a discussion about marketing efforts during a recession.

“Research shows it’s not a good idea to eliminate marketing efforts during a down economy just to save money on your bottom line. Did you know that McGraw-Hill Research found that companies that maintained or increased their marketing efforts throughout the 1981-82 recession saw an average sales growth of 275% over the next five years? But those who cut their marketing saw a paltry 19% sales growth over the same time period.”

Are Franchisees Entrepreneurs?

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In business circles we frequently hear and make reference to “entrepreneurial spirit.” It’s this spirit that drives an individual to taking risks, sometimes calculated, but not always. “Spirit” is often associated with “free.” Sir Richard Branson of Virgin Airways fame, among other successful business ventures, would definitely be considered a risk taker, an entrepreneur and free-spirited.

It’s often been said that individuals explore franchising due to it being less risky than starting a business from scratch as the franchise comes complete with a proven business system. The old adage about being in business for yourself, but not by yourself, creates a nice, warm sense of security that a franchise can ultimately provide.

Minimized risk. Proven system. Sense of security. Could you really see Sir Richard as a franchisee? So, if Sir Richard Branson epitomizes the true entrepreneurial spirit, my question remains, “Are franchisees entrepreneurs?”

Web 2.0 – A Jungle for Franchise Development

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It's a Jungle CartoonFranchise Development is no stranger to change. The industry adapted well to the internet when it integrated its then traditional marketing at tradeshows with development of elaborate websites. Next, the industry adapted again as it integrated its marketing efforts and web presence with franchise consultants and brokers through a multitude of franchise portals.

Well, as Bob Dylan once wrote, “…the times they are a changing.” Much has been written and spoken about weeding through the many tire-kickers experienced on the internet, shuffling from one portal to the next with the same non-objective to “see what’s out there.” The franchise industry has literally seen thousands of these leads with no purpose, no chance of ever presenting a franchise opportunity.

Instead of trying to catch fish in a wide open ocean, why not direct your attention to the fish in a lake, pond or even, a barrel? That’s correct, a barrel! In searching for qualified franchise candidates, we, as an industry, need to locate the barrels of candidates that exist in the market today. How do we accomplish this seemingly insurmountable task? We need to embrace new technology and integrate the same with traditional efforts. Specifically, Web 2.0 (and Social Media) technology, and all it has to offer.

Unfortunately, Web 2.0 technology is so extraordinary, conisisting of many different aspects. Including such familiar buzzwords as social media, social networking, wikis, webinars, video sharing, blogs, podacasts, just to name a few, the thought of stepping foot into the Web 2.0 jungle is daunting, and therefore, often delayed. So, as the old adage of how one could eat an entire elephant (of course, one bite at a time), we need to take small bites out of the Web 2.0 elephant and step through the jungle carefully, one step at a time.

The following is a recent discussion on a blog by Michelle Bonat originally posted on October 1, 2008. Michelle discusses taking small steps towards integrating Social Media Marketing with classic (traditional) marketing programs.

Babysteps…How to integrate social media with traditional marketing programs

Social media marketing is most effective when it is an integrated part of your overall marketing efforts. But how do you jump into social media when you already have some really effective classic marketing programs in play? Here are a few ways you can babystep into the world of social media by leveraging the good stuff you already have.

1) Maintain a single consistent marketing strategy through classic and social media marketing.

Your goals, objectives and messages should be consistent across all of your marketing. Sounds simple, but unless you define and enforce this it won’t happen.

The good news here is that you don’t have to re-figure this all out just for social media. It is really just taking your existing marketing platform and extending it.

2) Extend your reach – Reach out to your influencers in ways that they like to communicate.

Use your existing marketing knowledge about who influences your product’s purchasing decisions, and use social media tools to create a discussion with them where they hang out.

Some specific examples: Are your influencers kids? Get on the social networks catering to the younger set. IT buyers? Figure out which bloggers are influencing this community. Mobile sales professionals? Deliver content in a mobile enabled way, such as Twitter.

3) Invite your customers into the process.

While you are planning your next product, refining your messaging, or even launching a marketing campaign, figure out a way to get your customers involved whenever possible as early as possible. When you do this they feel that they have been heard, feel more engaged and valued, which results in a tighter connection with your company and product. It also gives you the benefit of upfront input. A product that people actually want? Described in a manner that speaks to them? Wonderful!

A good way to on-ramp this customer involvement include online communities (public or private, even a public group on an existing social network). You can even ask them to deliver their thoughts in video form by way of a contest – “describe what our product means to you”.

4) Turn an online forum into a social media hub.

Make people feel more at home by adding profile information and allowing the posting of pictures (or pointers to a picture posting service like Flickr).

Recognize that you have to give to get. Start a genuine conversation with your audience by having company employees contribute to the forums in their own words. For example, instead of just asking for feature enhancements suggestions, tell them what direction you are headed and, if possible, the timing for these enhancements (without giving away too much info). Then ask them their opinion.

Try these few tips to help ease into a social media program that leverages your existing marketing – and you will soon be on your way!