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Franchise Lawyers in Melbourne
Advice for franchisees buying into a franchise, and for franchisors building or running one. The franchise agreement is only half the picture: franchising is governed by a mandatory national code that sits over the agreement, and that code was replaced on 1 April 2025. We act on the whole of it, the Code and the contract, for people going in, running, renewing, exiting, or in dispute.
Franchising has its own rulebook, and it changed in 2025
Franchising is not just a business you buy or a system you build. It is a relationship governed by a mandatory national code, the Franchising Code of Conduct, which sits over every franchise agreement in the country and cannot be contracted out of. The franchise agreement in front of you is only half the picture.
That code was replaced on 1 April 2025. The rules a franchisee relies on, and the rules a franchisor has to meet, are not the ones that applied a year ago: the cooling-off period doubled, disclosure was restructured, and the penalties went up. A page, or an adviser, working from the old code is working from the wrong rules.
We act for both sides of the franchise relationship, franchisees and franchisors, in Melbourne and across Victoria, on the Code and the contract together.
Disclosure, the agreement, the numbers, and the cooling-off window.
Drafting and reviewing the document the relationship runs on.
Building a compliant system: disclosure, agreement and register.
Compliance with the mandatory code, updated in 2025.
Renewal, transfer, termination and restraints after you leave.
Good faith, the Code's dispute path, and when it litigates.
The agreement is the franchisor's. The Code is yours.
A franchise agreement is drafted by the franchisor, for the franchisor. Read on its own, it can look as though the franchisee has agreed to almost anything. That is not the whole story, and it is the single most important thing to understand before you sign.
Franchising is governed by the Franchising Code of Conduct, a mandatory industry code made under the Competition and Consumer Act 2010 (Cth). A person must not, in trade or commerce, contravene an applicable industry code (section 51ACB), and the Code cannot be contracted out of. It gives a franchisee protections the agreement cannot remove: a disclosure document before you commit, a period to consider it, a cooling-off right to walk away after signing, and an obligation on both sides to act in good faith.
The franchise agreement can say almost anything. The Code still sits over it, and the Code you cannot sign away.
And the Code changed. On 1 April 2025 a new Franchising Code replaced the previous one. Three changes matter most: the cooling-off period after signing doubled to 14 days; the old Key Facts Sheet was removed and replaced with an information statement; and the penalties for breach rose, to as much as 600 penalty units for key obligations such as disclosure and good faith. If your advice, or the franchisor's paperwork, still runs on the old code, it is out of date.
Disclosure and time
Before you commit, the franchisor must give a disclosure document and a set period to consider it. It is the single best protection a franchisee has, and it only works if you use the time to get it read.
The 14-day cooling-off
After signing, a franchisee generally has 14 days to terminate, a right the 2025 Code doubled from seven. It is short, and it is the last clean exit before the agreement fully binds you.
Good faith, both ways
The Code requires each party to act in good faith towards the other in any matter under the agreement or the Code. It runs both ways, and it is increasingly where franchise disputes are won and lost.
Read the whole of it, not just the contract
Read the system, not just the agreement
A franchise is a business, a brand, a set of rules, and a relationship, and what you are really buying or granting sits across all of them: the disclosure document, the agreement, the financials, and the Code that governs the lot. We read the whole picture before you commit.
Find where the risk actually sits
A franchise agreement is written by the franchisor, for the franchisor. The franchisee's protections are largely in the Code, not the contract, and the pressure points are predictable: territory, renewal, transfer, restraint after exit, and what happens if the system changes. We tell you which of those carries real risk for you.
Act inside the deadlines
Franchising runs on timing: disclosure has to come before you commit, the cooling-off window is short, and a dispute has a set path to follow. Miss a deadline and you lose an option. We make sure the clock is working for you, not against you.
For franchisees and for franchisors
The Code protects franchisees and binds franchisors. We act for both, and the work looks different from each side.
For the franchisee
Before you sign: the disclosure document read properly, the agreement's real risks (territory, renewal, transfer, restraint), the numbers behind the pitch, and the cooling-off clock.
Buying a businessFor the franchisor
Building a system that complies: the disclosure document, the agreement, the register, and a franchise relationship run in good faith so it does not become a dispute.
Business lawWhen it goes wrong
Good-faith failures, misleading pre-sale representations, terminations and restraints. The Code's dispute path first, then the court.
Contract disputesA plain read before you sign
Initial consultations are confidential and run by senior practitioners. If you are looking at a franchise, the most valuable time to talk is before you commit, while the disclosure and cooling-off protections still mean something.
Book a consultationThe site lease
Most retail and food franchises come with premises, and the lease behind them is a second agreement that can outlast, or undo, the franchise itself. Who holds the lease, whether it is assigned or granted, what happens to it on transfer or termination, and whether its term matches the franchise term, are questions that decide what your franchise is actually worth.
They are easy to miss when the franchise agreement is taking all the attention. See commercial leases.
Franchise disputes
Franchise disputes run a particular path. The Code requires the parties to try to resolve it first, through an internal complaint process and then mediation or conciliation, with arbitration available only if both sides agree. Good faith is often the battleground, and misleading conduct before the sale (section 18 of the Australian Consumer Law) is a frequent second front.
Where it cannot be resolved, it goes to court. See contract disputes and commercial litigation.
Trusted on the matters that mattered most
After speaking to many law firms, I felt that getting legal help was not for me. But my view completely changed after speaking with Special Counsel Peter Wood. He was knowledgeable, generous, kind, and genuinely caring. Peter listened with compassion and made me feel supported during a difficult time.
Highly professional, compassionate staff with a high level of knowledge and competence. Reliable, reassuring and there when you need them. Highly recommend.
From the moment I contacted Pentana Stanton Lawyers, I was under significant stress and needed clarity about my case. Their prompt and professional response stood out immediately, especially compared to other firms I had reached out to.
Franchise questions, current to the 2025 Code
Last reviewed July 2026. References to the Franchising Code of Conduct are to the current Code that commenced on 1 April 2025, a mandatory industry code under the Competition and Consumer Act 2010 (Cth). This page is general information, not legal advice.
Before you sign, on either side.
Whether you are buying into a franchise or building one, the most valuable advice comes before you commit, while the Code's protections still mean something. Arrange a consultation and we will give you a plain read on the Code and the contract together.
See also: Business Sales & Acquisitions, Contract Disputes, Business Law, Commercial Leases.