New York State FDD Franchise Registration
New York Franchise Registration Status: Registration State
State Registration Fee: $750.00
The State of New York is a franchise registration state. This means that prior to offering or selling a franchise in the State of New York franchisors must first ensure that their Franchise Disclosure Document is current and registered with the New York Attorney General.
In the State of New York franchisors must file and register their Franchise Disclosure Document (FDD) with the New York Attorney General. The Investor Protection Bureau of the New York Attorney General’s Office is charged with overseeing FDD registrations and the regulation of franchise sales activity in the State of New York. Following initial registration in the State of New York, Franchisors must ensure that their FDDs remain current and that registration be renewed no less frequently than annually and within 120 days of the end of the franchisor’s fiscal year. New York applies an expansive application of the jurisdictional reach of its franchise registration laws and, for those franchisors located within the State of New York or conducting activity within the State of New York, your FDD must be registered with the State of New York even though your franchise sales activity may be limited to selling franchise outside the State of New York.
To learn more about registering your FDD in New York and how we can help, give us a call at (800) 976-4904 or contact us.
New York Franchise Registration FAQ’s
Who regulates franchises in New York?
The New York Attorney General regulates and oversees enforcement of New York’s franchise laws. Within the New York Attorney General’s Office, FDD registration occurs through the Investor Protection Bureau and FDD registration and renewal applications are submitted to the New York State Department of Law.
Where are FDD registration and renewal applications filed?
Applications for initial FDD registration and annual renewal are filed with the New York Attorney General, at:
New York State Department of Law
120 Broadway, 23rd Floor
New York, NY 10271
Their telephone number is (212) 416‐8211.
What should I include with my initial franchise registration application?
The initial franchise registration application should include:
- Initial registration fee of $750 payable to “The New York State Department of Law”;
- Uniform Franchise Registration Application with Certification Form;
- Franchisor's Cost and Source of Funds Form;
- Consent to Service of Process Form;
- Sales Agent Disclosure Form;
- Guarantee of Performance Form (required only if financial statements of an affiliated company are included in the FDD));
- Franchise Disclosure Document (one hard copy and one read‐only CD containing a copy or two hard copies)
What are the fees for franchise registration applications in New York?
The initial registration fee is $750. The FDD renewal and amendment fee is $150.
What financial statements are needed for registration?
New York requires audited financial statements and does not permit the financial statement phase-in process permitted under the Federal Franchise Laws and followed by the majority of franchise registration states. For start-up franchisors new to franchising, the initial FDD and registration application must include an audited balance sheet. Thereafter, annual renewal requires the inclusion of three years of audited financial statements comprised of “statement of operations (profit and loss statements)”, “statement of stockholders equity”, and “statement of cash flows”.
If the most audited recent balance sheet and statement of operations are as of a date more than 90 days before the FDD registration/renewal application date, you must also sumbit an unaudited balance sheet and statement of operations as of a date that is within 90 days of the application date.
When must I renew my New York FDD registration?
No less frequently than annually and not later than within 120 days of the end of the franchisor’s fiscal year.
Are there circumstances where my New York FDD must be amended?
Yes. Under both the Federal Franchise Rules and the New York Franchise Laws there are various triggers that require franchisor’s to suspend franchise sales and to update and amend their FDD and New York FDD registration. One trigger requiring amendment occurs when there is a “material change” in the franchise offering and the information reported in the FDD.
Are there exemptions to New York registration?
Yes, in certain limited instances New York recognizes exemptions to the franchise registration process. These limited exemptions related to certain thresholds as to the net worth of the franchisor and isolated franchisee sales.
What is the definition of a franchise under New York law?
Under New York law a franchise is defined as:
“Franchise” means a contract or agreement, either expressed or implied whether oral or written, between two or more persons by which:
(a) A franchisee is granted the right to engage in the business of offering, selling or distributing goods or services under a marketing plan or system prescribed in substantial part by a franchisor, and the franchisee is required to pay, directly or indirectly, a franchise fee, or
(b) A franchisee is granted the right to engage in the business of offering, selling, or distributing goods or services substantially associated with the franchisor’s trademark, service mark, trade name, logotype, advertising, or other commercial symbol designating the franchisor or its affiliate, and the franchisee is required to pay, directly or indirectly, a franchise fee.
What is the definition of a franchisee and a franchisor under New York Law?
A franchisee is defined as a “person to whom a franchise is granted” and a franchisor is defined as “a person who grants a franchise.”
Useful Links Concerning New York Franchise Laws
New York Attorney General Franchisor and Franchisee Resource Page – This is the primary franchise resource page published by the Investor Protection Bureau of the New York Attorney General’s Office. This page includes important forms and links for franchisors, including, franchise registration and exemption forms.
New York State Franchise Act – Covers various topics including franchise disclosure requirements, franchise exemptions, violations and more.
New York Franchise Regulations – Contains information regarding the regulations surrounding New York franchise law including the franchise registration application, denial, suspension, annual report requirements, marketing regulations and more.
New York International Franchise Expo Exemption Application - The New York International Franchise Expo is one of the largest franchise expos and regularly occurs in June at the Jacob Javitz Center in New York City. If you plan on attending and exhibiting at the New York Franchise Expo it is important to know that your attendance constitutes an "offer" to sell a franchise under New York law and requires that your FDD be current and registered with the State of New York. If you do not maintain a New York Registered FDD, the State of New York Office of the Attorney General has implemented a process and system where you may apply for a limited exemption from New York's registration requirements for the purpose of attending and exhibiting at the show. This link is for New York's International Franchise Expo exemption application. The exemption application filing fee is $450 dollars and you must submit your application no later than June 1st.
When registering your FDD in New York, or any state for that matter, compliance to the state and federal laws in place is priority. Hiring a New York franchise lawyer can help your franchise by making sure the FDD is compliant to NY franchise laws and by making sure it is properly registered with the state. To learn more about our Franchise Counsel Program, click here.
If you are considering franchising your business or expanding your franchise in any additional states we encourage you to visit our State Specific Franchise Law and registration requirements.
- Do I Have To Modify My FDD To Sell A Franchise In New York State?
- What Do I Need To Do To Apply For A Fractional Franchise Exemption In New York?
- What Is A "Franchisee Fee" Under New York Law?
- What Is A "Marketing Plan" Under New York's Franchise Law?
- What is New York's "Existing Franchisee" Franchise Registration Exemption?
- What is New York's "Isolated Sale" Franchise Registration Exemption?
- What is New York's Net Worth Franchise Registration Exemption?
- What Remedies are Available upon Termination or Nonrenewal of a Franchise in New York?