Considered Counsel for Franchise & Licensing Matters

Our review covers the full scope of the proposed agreement — territory definitions and exclusivity, fee structures including initial and ongoing payments, operational obligations, training and support commitments, termination provisions, and any post-term restrictions. We provide a written commentary identifying areas of concern and suggest specific amendments where the terms appear imbalanced or unclear.

Singapore does not have legislation mandating franchise-specific disclosure in the way that some other jurisdictions do. However, franchisors expanding into other ASEAN markets — such as Malaysia, the Philippines, or Vietnam — may be required to meet local disclosure requirements. Additionally, sophisticated franchisees often request disclosure as part of their due diligence, and providing one demonstrates good faith and transparency.

We work with trademarks, trade names, software and technology, proprietary processes, creative content, and domain names. Each type of IP carries different considerations — for example, trademark licences typically require quality control provisions to protect the mark, while software licences may need to address source code access and modification rights.

The timeline depends on the complexity of the arrangement and the responsiveness of both parties. For a standard franchise agreement review, we typically provide our commentary within five to seven working days. Drafting a new franchise agreement or licensing structure from scratch generally requires two to three weeks, including an initial briefing session and at least one round of revisions.

Yes. We regularly advise on cross-border licensing arrangements involving parties in Singapore and other ASEAN markets. This includes advice on withholding tax obligations for royalty payments, the appropriate governing law and jurisdiction, and where relevant, the interaction between Singapore law and applicable foreign regulations.

If you are a franchisor, a brief overview of your business model, the territories you intend to cover, and any draft documents you already have would be helpful. If you are a franchisee, the proposed franchise agreement (if provided) and any correspondence with the franchisor. For licensing matters, details of the IP involved and the intended commercial relationship are a useful starting point.