Franchise Lawyers in Melbourne

The 14-day disclosure period is the most leverage you will ever have

The Franchising Code of Conduct is a mandatory industry code with sharp edges. Before you sign a franchise agreement, the franchisor must give you a disclosure document, a copy of the Code, and the agreement itself at least 14 days in advance. That window is the single biggest piece of bargaining power you will ever have over the franchisor. Spend it on a franchise lawyer, an accountant, and a phone call to three current franchisees on the disclosure list.

If you are inside the 14-day window, or already in a dispute, call MK Law on 1800 130 120 today. The first call is free.

The disclosure document tells you whether the franchise is worth buying. The agreement tells you what happens when things go wrong. Read both before you sign, not after the doors are open. Nearly every franchise dispute we run started with a clause someone signed without reading, or a number in the disclosure document nobody checked.

We act for franchisees and franchisors

MK Law acts on both sides of the franchise table. For franchisees, we run pre-purchase due diligence, push back on unfair terms, and act on misleading disclosure once you are trading. For franchisors, we draft compliant disclosure documents and franchise agreements, prosecute breach and termination notices, and defend Code complaints. Acting for both franchisor and franchisee keeps our advice grounded, because we know how the other side will read the same clause. The lawyers who would read your franchise agreement are the ones who draft them for franchisor networks as well.

That two-way view matters in a sector where the same franchise system looks different from each chair. The franchisor sees brand control and network consistency. The franchisee sees the unit they mortgaged the house to buy. Good franchise law sits between the two and holds both to what the documents and the Code actually require.

Pre-purchase due diligence

The disclosure document tells you most of what you need to know if you read it properly. We work through it section by section: the franchisor’s litigation history, the marketing fund statements, the list of franchisees who left in the past three years, the financial statements and any solvency statement, the supplier rebate disclosure, and the earnings information (if any was provided).

We also read the franchise agreement itself against the disclosure. The two often disagree, and that disagreement is grounds to ask hard questions before you sign. Call three former franchisees from the disclosure list. Ask what they wish they had known. Run the unit economics with your accountant on real numbers, not the franchisor’s projections. Check the lease too, because in many systems the franchisor holds the head lease and you take a licence to occupy, which changes what happens to your site if the franchise ends.

If something is off, you have three choices: negotiate the agreement, walk away, or sign with your eyes open. We help you pick.

Know what the disclosure document is hiding before you sign

The Franchising Code forces the franchisor to hand over a disclosure document, a copy of the Code, and the agreement at least 14 days before you sign. Most buyers skim it. We read it line by line: the litigation history, the franchisees who left, the marketing fund accounts, the supplier rebates, and how the numbers in the document square with the agreement. By the end of the review you have a written view on whether this franchise is worth buying and exactly which clauses to renegotiate first.

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Common franchise disputes we run

Most franchise disputes fall into one of five categories:

• Misleading or deceptive disclosure, where the document understated costs, overstated revenue, or failed to mention pending litigation
• Undisclosed material changes between disclosure and signing, which can trigger compensation under the Code
• Fee and royalty disputes, often involving the marketing fund and how it has been spent
• Territorial encroachment, where the franchisor opens a new outlet too close or starts selling online into your zone
• Termination disputes, including alleged breaches, non-renewal at the end of the term, and disputes over the goodwill at exit

Each of these has a different legal framework. Misleading disclosure runs as a statutory claim under the Australian Consumer Law and the Code. Royalty disputes run on the contract. Territorial claims often blend both, and the largest ones spill into commercial litigation once mediation is exhausted.

The Franchising Code of Conduct

The Franchising Code of Conduct is a mandatory code made under the Competition and Consumer Act 2010 (Cth). It gives franchisees:

• A 14-day disclosure period before signing a new agreement
• A 14-day cooling-off period after signing
• A mandatory good-faith obligation on both franchisor and franchisee during the term
• A compulsory mediation pathway before either party can litigate
• ACCC oversight and the power to issue infringement notices for breach

For franchisors, the Code is a compliance instrument with civil pecuniary penalties for breaches such as failing to update disclosure, failing to act in good faith, or making unilateral changes to the agreement. The Code was remade on 1 April 2025. The new Code covers agreements entered into, renewed, extended or transferred from that date, while older agreements stay on the previous Code until one of those trigger events, so which version protects you depends on your dates. Template franchise agreements and disclosure documents that have not been updated for the new Code usually need a rewrite. A franchise agreement is still a contract at heart, so the principles of contract law apply on top of everything the Code requires.

When the franchise relationship breaks down

Disputes rarely arrive as a single event. A royalty argument, a territory that suddenly has a second store in it, a renewal the franchisor will not grant on the old terms. By the time a termination notice lands, the position is often set by clauses agreed years earlier. We map the franchise agreement against the Code, work out whether the breach is real and who is exposed, and run the matter through mediation first because that is where most franchise disputes are meant to resolve.

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Where franchise matters resolve

The Code requires mediation first, usually through the Australian Small Business and Family Enterprise Ombudsman. Most matters settle there, often within a few weeks of the notice of dispute. Mediation is faster, cheaper and more private than court, and it keeps a working franchise relationship alive where both sides still want one.

If mediation fails, the Federal Court of Australia is the primary forum for Franchising Code and Australian Consumer Law claims. Related contract claims sometimes sit better in the Supreme Court of Victoria, particularly where the dispute is about the franchise agreement itself rather than the Code. For smaller-value claims involving a lease or a consumer-side issue, the Victorian Civil and Administrative Tribunal can be the cheaper venue. We run the file through the right forum from the start, because moving venues mid-fight is expensive and slow, and dispute resolution under the Code rewards the side that prepared its evidence early.

Setting up and growing a franchise system

We also act for businesses going the other way: an established operator turning a single successful store into a franchise system. That work runs from the ground up. We structure the model, draft the disclosure document and franchise agreement so they comply with the Code from day one, register and protect the trademark that the whole brand rests on, and build the lease and licence framework for each new site. For groups expanding through master franchising, we document the relationship between the master franchisor, the master franchisee, and the sub-franchisees so the obligations flow correctly down the chain.

For franchisor groups that need ongoing compliance, breach and termination work, we act as ongoing advisers across the whole network rather than treating each file as a stranger.

Cost

What a franchise matter costs depends on where it sits. A pre-purchase disclosure review is a defined exercise. A Code dispute that settles at mediation costs far less than one that runs to court. Franchisor compliance work scales with the size of the network. We scope your matter in the free first call, and if the scope has to change part way through, you hear it from us before it does.

Talk to a Melbourne franchise lawyer today

Whether you are about to sign, already in a dispute, or running a franchise network across Victoria and need the Code done properly, call 1800 130 120 or use the form on this page. We can usually tell you on that first free call whether you have a problem worth fighting, and you can also start with our hub for civil lawyers in Melbourne to see the full range of matters we run.