In the Bojangles franchisee certification form, what information is required for each shareholder/member of a corporation or LLC?
Bojangles Franchise · 2025 FDDAnswer from 2025 FDD Document
vidence of ownership if Franchisee is a limited liability company, shall have the following legend conspicuously endorsed upon its face:
The shares represented by this certificate, or other evidence of ownership if Franchisee is a limited liability company, are subject to the terms of an agreement dated [date] between [name of issuing corporation or limited liability company] and BOJANGLES OPCO, LLC, which, inter alia, restricts transfer, restricts activities in which [name of issuing corporation or limited liability company] may engage, and imposes restrictions on shareholders or members.
- (7) Franchisee shall not be owned by two (2) owners who each own fifty percent (50%) of the ownership interests in Franchisee. Franchisee shall maintain a current list of all owners of record, including all members if Franchisee is a limited liability company, and all beneficial owners of any class of securities of Franchisee and shall furnish the list to Franchisor at such time as Franchisor may request.
- B. As of the Effective Date, Franchisee shall have, with respect to the Restaurant, a ratio of debt to equity no greater than 1.5 to 1. Calculation of a debt to equity ratio for purposes hereof shall exclude equity interests in, and debts incurred as a result of, the acquisition of land and building, but shall include equity interests in, and debts incurred as a result of, the acquisition of equipment and inventory, training, the Franchise Fee, start-up costs, initial point of purchase materials, landscaping, signage and prepaid expenses. Franchisee shall, prior to the execution of this Agreement, furnish Franchisor with evidence, satisfactory to Franchisor in its sole discretion, of its compliance with the requirement set forth in this paragraph.
- C. Franchisee agrees to pay in full, and not lease or finance the equipment and fixtures in its first Bojangles restaurant.
VI. DUTIES OF FRANCHISEE
A.
Source: Item 22 — CONTRACTS (FDD page 82)
What This Means (2025 FDD)
According to Bojangles's 2025 Franchise Disclosure Document, a franchisee must maintain a current list of all owners of record. This includes all members if the franchisee is a limited liability company, and all beneficial owners of any class of securities of the franchisee. This list must be furnished to Bojangles at such times as Bojangles may request.
Additionally, if the franchisee is a corporation, copies of the Articles of Incorporation or Charter, Bylaws, and other governing documents, including any amendments and the resolution of the Board of Directors authorizing entry into the Franchise Agreement, must be furnished to Bojangles on or before the execution of the agreement. If the franchisee is a limited liability company, copies of the Articles of Organization, Operating Agreement, and other governing documents, along with any amendments and the Consent of all limited liability company members authorizing entry into the agreement, must be provided to Bojangles before the agreement is executed.
Bojangles also requires that the franchisee maintain stop-transfer instructions against the transfer on its records of any equity securities. Each stock certificate of the franchisee, or other evidence of ownership if the franchisee is a limited liability company, must have a specific legend conspicuously endorsed upon its face, although the specific wording of the legend is not provided in this excerpt.