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United States - Federal Trade Commission Issues Notice of Proposed Rulemaking

The Federal Trade Commission has issued a Notice of Proposed Rulemaking, seeking public comment on proposed revisions to the federal "Disclosure Requirements and Prohibitions Concerning Franchising and Business Opportunity Ventures" (Franchise Rule). Since the proposed revisions were drafted on the basis of extensive industry comment and hearings over the past several years, we understand that they are likely to be promulgated in 2000 in substantially their current form.

The Rulemaking involves a number of significant changes to the Franchise Rule, and these include the following:

1) separation of the regulation of business opportunity ventures into a different Rule from those applicable to franchises;

2) a clear statement that the Rule is inapplicable to franchises operated outside the United States;

3) addition of procedures for electronic publishing of offering circulars on the Internet;

4) abandonment of the obligation to provide an offering circular at the "first face-to-face meeting" to discuss sale of a franchise;

5) simplification of the waiting period between disclosure and conclusion of a franchise agreement to 14 calendar days;

6) adoption of the Uniform Franchise Offering Circular (UFOC) format, with numerous enhancements and variations, as the basis for disclosure; new disclosure requirements will include information about franchisor-initiated litigation, post-termination "gag clauses," and names and addresses of trademark-specific franchisee associations that request to be included in the UFOC; and

7) addition of new exemptions, including a petroleum marketers and resellers exemption and two "sophisticated investor" exemptions.


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