If the Developer for a Chicken Guy franchise is a limited liability company, what statement must be conspicuously endorsed on each membership certificate?
Chicken_Guy Franchise · 2025 FDDAnswer from 2025 FDD Document
If Developer is a limited liability company, each membership or management certificate or other evidence of interest in Developer shall have conspicuously endorsed upon its face the following statement: "Any assignment or transfer of an interest in this limited liability company is subject to the restrictions imposed on assignment by the Chicken Guy!
Restaurant Development Agreement and the Chicken Guy!
Restaurant Franchise Agreement(s) to which the limited liability company is a party."
Source: Item 23 — RECEIPTS (FDD pages 50–286)
What This Means (2025 FDD)
According to Chicken Guy's 2025 Franchise Disclosure Document, if the Developer is a limited liability company, each membership or management certificate, or other evidence of interest in the company, must have a specific statement conspicuously endorsed on its face. This statement indicates that any assignment or transfer of an interest in the limited liability company is subject to the restrictions imposed by both the Chicken Guy Restaurant Development Agreement and the Chicken Guy Restaurant Franchise Agreement(s) to which the limited liability company is a party.
This requirement ensures that potential buyers of membership interests are fully aware of the limitations and obligations tied to the franchise agreements. It protects Chicken Guy by maintaining control over who can become involved in the franchise and ensuring that all parties are bound by the franchise agreements' terms.
For a prospective Chicken Guy franchisee, this means that if they choose to structure their development entity as a limited liability company, they must ensure that all membership certificates include the specified restrictive legend. This is not merely a formality but a critical requirement that affects the transferability of ownership interests in the company. Failure to comply could potentially lead to disputes or even a breach of the franchise agreement.