factual

What is the required legend that must be placed on all securities issued by a Dryject franchisee that is not an individual?

Dryject Franchise · 2025 FDD

Answer from 2025 FDD Document

  • (viii) You shall not issue any additional stock, membership, or interests in You and no individual with ownership interest in You shall transfer, assign or pledge any ownership interest in You without Our prior written consent, which shall not be unreasonably withheld, and a legend setting forth such restriction on transfers shall be contained in the business entity's organizational and governing documents and other appropriate documents such as certificates and stocks. In giving Our consent, We shall have the right

Source: Item 8 — BUSINESS RELATIONSHIP (FDD pages 68–229)

What This Means (2025 FDD)

According to the 2025 Dryject FDD, if a franchisee is a business entity and not an individual, they are restricted from issuing additional stock, membership, or interests in the entity without Dryject's prior written consent. Furthermore, no individual with ownership interest in the franchisee entity can transfer, assign, or pledge any ownership interest without Dryject's prior written consent. To ensure compliance, a legend setting forth such transfer restrictions must be included in the business entity's organizational and governing documents, as well as on other relevant documents like certificates and stocks.

This requirement ensures that Dryject maintains control over who its franchisees are and prevents unauthorized transfers of ownership that could impact the brand's reputation or operational standards. By requiring this legend, Dryject aims to protect its franchise system and ensure that all franchisees meet their standards for new franchisees, including good reputation, financial stability, and operational ability.

For a prospective Dryject franchisee, this means that if they choose to operate their franchise through a business entity, they must adhere to these restrictions on ownership transfers and include the specified legend on all relevant documents. This could potentially limit the franchisee's flexibility in raising capital or transferring ownership interests in the future, as Dryject's consent is required for any such actions. Franchisees should carefully consider these restrictions and their potential impact on their business plans before deciding on their business structure.

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.