Underneath the Golden Boy - Robson Hall Faculty of Law

Franchise Legislation and Associations Around the World 367
2. Estonia
In Estonia, franchising agreements are very briefly regulated through Chapter 19
of the Law of Obligations Act, which came into force on 1 July 2002. The
Chapter is comprised of four sections: defining a franchise contract, establishing
the obligations of both franchisors and franchisees, and establishing a
franchisor’s right to check. Under Estonian law, a franchisor is required to
provide the franchisee with instructions for the exercise of the rights thereof and
to provide permanent assistance related thereto to the franchise. 67 No mention
of pre-contractual disclosure is made. Moreover, a franchisor has the right to
check the quality of the goods manufactured or services provided on the basis of
a franchise contract by the franchisee. 68
In contrast to other franchise legislation, the Law defines a franchisee’s duty
more thoroughly. A franchisee is required to, in the exercise of the franchise
contract, use the commercial identifications of the franchisor; to ensure that the
quality of the goods manufactured or services provided by the franchisee
pursuant to the contract is the same as those manufactured or provided by the
franchisor; to follow instructions of the franchisor which are directed at the
exercise of rights on the same bases and in the same manner as the franchisor;
and to provide with all additional services which they could expect upon
acquiring goods or contracting for services from the franchisor. 69
In addition to Estonia’s legislation, the Baltic Franchising Association
(“BFA”) requires that all of its members abide by the Association’s Code of
Ethics. The Code emulates the European Franchise Federation’s Code, although
Estonia itself is not listed as a member on the Federation’s official site.
3. France
France adopted the “Loi Doubin” (Law No. 89-1008) relating to the
development of commercial enterprises and the improvement of their economic,
legal and social environment on 31 December 1989. The first article is relevant
to franchising. It is a disclosure law which covers franchising but is not franchisespecific.
It applies to all franchise, trademark, distribution and license
agreements. The details of the law are laid out in government decree No. 91-337
of 4 April 1991. 70 The Law requires that disclosure of necessary information must
be provided at least twenty days before the execution of the franchise agreement
67
Estonia, Law of Obligations Act, online: at
Chapter 19, §376.
68
Ibid. at Chapter 19, §378.
69
Ibid. at Chapter 19, §377.
70
Frank Zaid and John Sotos, supra note 28.