factual

What voting rights do Bhc franchisee members have in an advertising cooperative?

Bhc Franchise · 2025 FDD

Answer from 2025 FDD Document

The members of each cooperative will adopt governing rules and voting procedures and determine procedures for assessing members; however, we have the right to attend any meetings and approve these rules and procedures and any amendments.

If any of our affiliates owns a BHC Restaurant within the boundaries of a cooperative, it will contribute to the cooperative at the lowest percentage contribution rate that any BHC franchisee in the same cooperative then pays and will have the same voting rights as franchisee members.

Source: Item 11 — Franchisor's Assistance, Advertising, Computer Systems, And Training (FDD pages 29–38)

What This Means (2025 FDD)

According to Bhc's 2025 Franchise Disclosure Document, the specifics of voting rights within an advertising cooperative are determined by the members of each cooperative, who adopt governing rules and voting procedures. However, Bhc retains the right to attend any meetings and approve these rules and procedures, including any amendments. If any of Bhc's affiliates owns a Bhc Restaurant within the cooperative's boundaries, the affiliate will contribute to the cooperative at the lowest percentage contribution rate paid by any Bhc franchisee in the same cooperative and will have the same voting rights as franchisee members.

This means that while franchisees have the autonomy to establish their own voting procedures within the cooperative, Bhc maintains oversight to ensure these procedures align with their standards. The provision for affiliates to have the same voting rights as franchisees, while contributing at the lowest rate, could potentially influence the cooperative's decisions, depending on the number of affiliate-owned restaurants within the cooperative.

Currently, Bhc does not have an advertising council of franchisees that advises them, nor do they require franchisees to participate in a local or regional advertising cooperative. No such cooperative exists at this time. However, Bhc may establish these cooperatives in the future and require franchisee participation. They also reserve the right to merge or dissolve cooperatives, or centralize advertising activities under the Marketing and Promotion Fee. Franchisees should inquire about how these rights are applied in practice and under what conditions Bhc might exercise its authority to modify or dissolve a cooperative.

Disclaimer: This information is extracted from the 2025 Franchise Disclosure Document and is provided for research purposes only. It does not constitute legal or financial advice. Consult with a franchise attorney before making any investment decisions.