Financial Integrity and Legal Certainty in Franchising

The Saskatchewan government introduced new regulations under The Franchise Disclosure Act. The Franchise Disclosure Regulations (29/2025) set detailed standards for franchise disclosures in the province. The regulations begin with preliminary matters, establishing definitions such as “Act,” referring to The Franchise Disclosure Act itself, and “affiliate,” tied to The Business Corporations Act, 2021. Importantly, they clarify that cooperatives operated on a true cooperative basis—such as those buying wholesale goods for resale without controlling members—are excluded from the Act’s application. Specific exemptions apply to cooperatives under both federal and provincial laws, including the Canada Cooperatives Act and The Co-operatives Act, 1996.
The regulations set strict requirements for the contents of franchise disclosure documents. These documents must include various elements: risk warnings, dispute resolution information, financial statements, detailed information about both the franchisor and the franchise itself, and lists of current and former franchisees.
Additionally, disclosure documents must explain any arbitration, mediation, or other alternative dispute resolution processes, particularly any requirements about their location. Franchisors must include financial statements prepared according to recognized accounting principles and auditing standards, either from CPA Canada or internationally recognized equivalents. However, exemptions are possible if the franchisor or its controlling corporation meets certain financial thresholds—specifically, a net worth of at least $5 million or $1 million under specific conditions—and has maintained a network of at least 25 franchisees over the previous five years, either in Canada or a single foreign jurisdiction.
The regulations also specify the type of information that must be disclosed about the franchisor. This includes its name, business names used, business addresses, corporate form, parent company information if applicable, and history of franchise operations, both in terms of similar and different franchise types. Disclosure must extend to the business backgrounds of directors, officers, and general partners, highlighting their previous employment and relevant experience over the past five years. The regulations require that the franchisor disclose any legal or administrative actions involving allegations of fraud, unfair or deceptive practices, violations of franchise laws, or failures to provide proper disclosure. It must also include details of any bankruptcies involving the franchisor, its associates, or key individuals within six years preceding the disclosure document.
Overall, these regulations impose comprehensive disclosure obligations intended to protect prospective franchisees by ensuring transparency and providing sufficient information for informed decision-making. By standardizing the disclosure process and specifying financial and operational history requirements, the regulations seek to foster greater trust and integrity in franchise transactions within Saskatchewan’s economy.
Saskatchewan (29/2025) April 25, 2025
Disclaimer: Insights are for informational purposes only and do not reflect RRI’s official position or constitute legal opinion.