For a Buona franchise, what documents related to the Franchisee's entity must be furnished to the Franchisor?
Buona Franchise · 2025 FDDAnswer from 2025 FDD Document
of this Agreement, a copy of Franchisee's articles of incorporation, articles of organization, bylaws, operating agreement, partnership agreement or equivalent governing document, as applicable, and shall thereafter promptly furnish Franchisor with a copy of any and all amendments or modifications thereto;
- (f) Franchisee shall promptly furnish Franchisor, on a regular basis, with certified copies of such Entity records material to the Franchised Business as Franchisor may require from time to time in the Manual or otherwise in writing; and
- (g) Franchisee shall maintain transfer restrictions on its records, of any securities with voting rights, subject to the restrictions of this Agreement, and each certificate of Franchisee representing ownership or equity interests in the Entity, shall have conspicuously endorsed upon it the following legend:
The transfer of this [stock/membership interest/ownership interest] is subject to the terms and conditions of a Buona Franchise Agreement with Buona dated . Reference is made to the provisions of said Franchise Agreement and to the governing documents of [name of Franchisee Entity].
Source: Item 23 — RECEIPTS (FDD pages 78–356)
What This Means (2025 FDD)
According to the 2025 Buona Franchise Disclosure Document, franchisees must provide certain organizational documents to Buona. Specifically, a new Buona franchisee must furnish a copy of their entity's formation documents. These include the articles of incorporation, articles of organization, bylaws, operating agreement, partnership agreement, or equivalent governing document, depending on the type of legal entity the franchisee uses to operate the business.
In addition to the initial documents, the franchisee is obligated to promptly provide Buona with copies of any amendments or modifications made to these governing documents throughout the term of the franchise agreement. This ensures that Buona remains informed about the current structure and operational guidelines of the franchisee's business entity.
Furthermore, Buona reserves the right to request certified copies of entity records that are material to the franchised business on a regular basis. These requests will be communicated either through the franchise operations manual or in writing, allowing Buona to monitor key aspects of the franchisee's business operations and compliance with the franchise agreement. Franchisees must also maintain transfer restrictions on any securities with voting rights and include a specific legend on each certificate representing ownership or equity interests in the entity, indicating that the transfer of such interests is subject to the terms and conditions of the Buona Franchise Agreement.