Does the requirement to maintain stop-transfer instructions against the transfer of equity securities apply to a publicly held corporation that is a Face Foundrie Area Developer?

According to Face Foundrie's 2025 Franchise Disclosure Document, the requirement to maintain stop-transfer instructions does not apply to a publicly held corporation acting as an Area Developer. Specifically, Face Foundrie requires Area Developers to maintain stop-transfer instructions against the transfer of equity securities on its records. Additionally, each stock certificate or issued security of the Area Developer must conspicuously include a statement referencing the transfer restrictions imposed by the Area Development Agreement.

However, there is a key exception: these requirements do not apply to publicly held corporations. This means that if an Area Developer is a corporation with publicly traded stock, it is not obligated to maintain stop-transfer instructions or include restrictive statements on its stock certificates.

This exception likely exists because publicly held corporations are already subject to securities regulations and oversight, making the additional restrictions imposed on private entities unnecessary. A prospective Face Foundrie Area Developer should confirm with Face Foundrie if there are any specific criteria or documentation required to qualify as a publicly held corporation under this exemption.