Franchising

General Information

In Wisconsin, franchise registrations and amendments are “effective upon receipt”. As such, your filing will become effective as soon as the online filing process is complete. The online filing process will typically take 10 to 15 minutes, and provides a simple way to upload the franchise disclosure document (in .pdf format)!

Using the online application not only gets your filing submitted more quickly than via the mail, but it will save you the costs associated with mailing the materials.

The online application can be found at: https://www.wdfi.org/apps/franchiseefiling/

Also, please note that per statute, the State of Wisconsin no longer provides for registration “renewals”. Rather, a franchise must be re-registered each year, if a company wishes to continue to sell franchises in the state.

Re-registration is effectively the same as “renewal”, except that filers will get a new franchise registration number each year, instead of having one registration number that carries over year-to-year. The $400 fee for registration is the same as the former “renewal” fee. The $200 fee for filing an amendment to a registration remains the same as well.

We hope you enjoy the ease and convenience of using the new online application. If you have any questions or comments, please e-mail us or contact us by telephone at (608) 266-8557.

WI Franchise Filing Summary

1. File registrations, amendments or search online at: https://www.wdfi.org/apps/franchiseefiling/
2. Contact Us:
   
   
   • Administrator:
     Department of Financial Institutions
     Division of Securities
     
     
   • US Mail Service:
     PO Box 1768
     Madison, WI 53701-1768
     
     
   • Courier Service:
     201 W Washington Avenue, Suite 300
     Madison, WI 53703
     
     
   • Telephone: (608) 266-8557
     
     
   • Fax: (608) 264-7979
     
     
   • Website: http://www.wdfi.org
     
     
3. Statute, Administrative Rules and Franchise Disclosure Document Requirements:
   
   
   • The Law and Rules: Chapter 553 of the Wisconsin Statutes, The Wisconsin Franchise Investment Law and Chapters DFI-Sec 31 - 36, inclusive, of the Wisconsin Administrative Code. Copies are available online for review and downloading at the links provided.
     
     
   • 2008 Franchise Registration and Disclosure Guidelines (with instructions) as adopted in June 2008 by the North American Securities Administrations Association for use after July 1, 2008 as the required format for franchise disclosure documents in states that register franchise offerings.
     
     
4. Registration Requirement:
   
   
   • When to file: Not later than date of first franchise sale in Wisconsin.
     
     
   • Franchise Systems: Separate application and fee required for each franchise system to be sold.
     
     
   • Documents to be filed and number of copies of each (may be submitted in CD format):
     
     
     • Franchise Disclosure Document prepared on the basis of the 2008 Franchise Registration and Disclosure Guidelines as adopted by the North American Securities Administrators Association in June 2008, or under the FTC Rule...... 1 COPY
       
       
     • Uniform Franchise Registration Application Cover Page...... 1 COPY
       
       
     • Uniform Consent to Service of Process and Corporate Acknowledgment...... 1 COPY
       
       
   • Advertising: No filing required.
     
     
   • Filing Fee: Registration Application: Sec. 553.72, Wis. Stats......$400
     
     
   • Review Time: Sec. 553.26(3), Wis. Stats. Effective on date of receipt.
     
     
   • Registration Period: Sec. 553.26(3), Wis. Stats. One Year from effective date of registration.
     
     
5. Amendment Requirements:
   
   
   • Filing Requirement: Registrant must file an application to amend the registration within 30 days of the occurrence of a material event (sec. 553.31, Wis. Stats., and DFI-Sec 32.07, Wis. Adm. Code). Some, but not all, material events are described in DFI-Sec 31.01(2), Wis. Adm. Code.
     
     
   • Form: Same as that for Registrations, i.e., Uniform Franchise Registration Application Cover Page and Franchise Offering Circular. One copy only of each change is required to be filed.
     
     
   • Filing Fee: DFI-Sec 32.07(1) and 35.01(1)(d), Wis. Adm. Code - $200.00 fee.
     
     
   • Review Time: Effective on date of receipt.
     
     
6. Renewal:
   
   
   • No renewal procedure provided by statute. A new registration filing must be made prior to the 1-year expiration date of an existing franchise registration in order for a franchisor to continue to offer its franchises in Wisconsin.
     
     
7. Disclosure Prior to Sale of Franchise:
   
   
   • Advance Disclosure. Under Sec. 553.27(4), Wis. Stats. a copy of the disclosure document must be provided 14 calendar days prior to either execution by the prospective franchisee of any binding franchise or other agreement, or the payment of any consideration, whichever first occurs.
     
     
8. Escrow or Impound Provisions:
   
   
   • May be required. See sec. 553.27(2), Wis. Stats., and DFI-Sec 32.08, Wis. Adm. Code.
     
     
9. Related State Laws:
   
   
   • Chapter 135, Wis. Stats., The Wisconsin Fair Dealership Law and DFI-Sec 32.06(3), Wis. Adm. Code.
     The Wisconsin Fair Dealership Law applies to most, if not all, franchise agreements and prohibits the termination, cancellation, non-renewal or the substantial change of the competitive circumstances of a dealership agreement without good cause. That Law further provides that 90 days prior written notice of a proposed termination, etc. must be given to the dealer. The dealer has 60 days to cure the deficiency and if the deficiency is cured, the notice is void. Section 17 of the Offering Circular and the corresponding section of the franchise or license agreement should state that the Wisconsin Fair Dealership Law supersedes any provisions contained in the franchise or license agreement that are inconsistent with that Law.