An Affiliate is any company or entity that controls, is controlled by, or is under common control with the franchisor.
This typically includes:
- Parent companies
- Subsidiaries
- Sister companies owned by the same ownership group
- Entities with overlapping ownership or management
“Control” usually means ownership of a significant percentage (often 50%+) or the ability to direct management decisions.
Why must Affiliates be disclosed in the FDD?
Affiliates are disclosed primarily for transparency and risk disclosure to prospective franchisees. Here’s why it matters:
1. Financial Relationships & Revenue Streams
Many franchisors use affiliate companies to generate revenue, such as:
- Approved suppliers (food, equipment, products)
- Real estate/leasing entities
- Marketing or technology providers
If a franchisee is required (or strongly encouraged) to buy from an affiliate, that relationship must be disclosed so the buyer understands:
- Where their money is going
- Whether the franchisor profits beyond royalties
2. Potential Conflicts of Interest
Affiliates can create conflicts, for example:
- The franchisor requires purchases from an affiliate at above-market pricing
- An affiliate controls key services (like marketing or software)
Disclosure ensures franchisees can evaluate whether these arrangements are fair.
3. Litigation & Track Record (Item 1, 3, and 4)
Affiliates are included in disclosures because:
- Their litigation history may reflect on the system
- Their bankruptcy history may indicate financial risk
- Their operational history may impact franchise performance
4. Operational Role in the Franchise System
Some affiliates are deeply involved in:
- Training
- Support services
- Supply chain
- Brand management
Franchisees need to know who is actually delivering parts of the system.
Where Affiliates Show Up in the FDD
You’ll typically see affiliate disclosures in:
- Item 1 – Background and corporate structure
- Item 3 – Litigation
- Item 4 – Bankruptcy
- Item 8 – Restrictions on sources of products/services
Affiliates must be disclosed because they:
- Affect costs and obligations for franchisees
- Introduce potential conflicts of interest
- Impact the risk profile and credibility of the franchise system
The goal is simple: give a prospective franchisee a complete picture of who they’re really doing business with—not just the franchisor entity on the cover.