Certificate of the franchisor
A certificate of the franchisor is the signed, dated statement in a franchise disclosure document that certifies its contents. In Ontario, O. Reg. 581/00 s. 7 requires it to certify that the document contains no untrue information and includes every required material fact, financial statement and other information, and sets who signs it.
The certificate is where named people put their signatures to the disclosure document. It is one of the first things to find when the document arrives.
Who signs
In Ontario, s. 7(2) of O. Reg. 581/00 has an unincorporated franchisor sign, a corporation with one director or officer sign through that person, and a corporation with more than one sign through at least two officers or directors. Alberta’s Franchises Regulation, s. 2(3), has a similar rule and applies it to material changes too. A statement of material change carries its own certificate in Ontario (s. 7.1).
Why it matters
Section 7(1) of the Arthur Wishart Act lists every person who signed the disclosure document or statement of material change among those a franchisee can sue for damages after a misrepresentation, subject to the defences in the Act. Confirm that the certificate is signed, dated and by the right people, and read it with the financial statements in the FDD.
Sources
This definition is checked against primary sources. Links were last confirmed on the dates shown.
- 01Government of OntarioGovernmentO. Reg. 581/00: GENERAL
- 02Government of OntarioGovernmentArthur Wishart Act (Franchise Disclosure), 2000, S.O. 2000, c. 3
- 03Government of AlbertaGovernmentFranchises Regulation, Alberta Regulation 240/95
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