Buying a franchise in Belgium: plan for the statutory waiting period

An opening date, available premises or an attractive introductory offer can put pressure on you when buying a franchise. But speed should not be the deciding factor. Anyone joining a franchise network in Belgium must be given time to assess the proposed relationship beforehand. The statutory waiting period is therefore not an administrative formality, but an opportunity to make a considered decision that you should deliberately build into your purchase timetable.

1. Understand what the Belgian rules protect

Belgium has no standalone law governing franchise agreements in their entirety. It does, however, have specific, binding rules for the pre-contractual stage of commercial cooperation agreements. These are set out in Book X, Title 2 of the Belgian Code of Economic Law (WER), Articles X.26 to X.33. General contract law and other applicable provisions of the Code also remain relevant.

The pre-contractual rules do not apply only to agreements explicitly labelled ‘franchise’. The statutory definition focuses on the right to use a business format, for example through a shared brand name, trade name, know-how, or commercial or technical assistance. The substance of the relationship therefore matters more than the label on the contract.

Under Article X.27 of the Code, the prospective franchisee must receive the prescribed information at least one month before entering into the agreement. This period gives you time to seek legal and financial advice and make an informed choice.

Do not confuse this waiting period with a right to withdraw after signing. It provides protection before you enter into the agreement, not a general right to change your mind afterwards without consequences.

2. Establish when the month actually starts

An introductory meeting or sales presentation does not, in itself, start the clock. You must receive two documents: the draft proposed agreement and the separate pre-contractual information document, usually abbreviated in Belgium as PID.

The PID has two parts. The first sets out important contractual provisions; the second contains socio-economic information to help you assess the proposed relationship. The documents must be written in clear, understandable language.

They must be supplied in writing or on a durable medium that you can access. If they are delivered electronically, you must have effective access to the information. A notification that documents are ‘somewhere in the portal’ is not a sound basis for planning a signing date if you cannot open them.

Carry out a simple check when you receive them:

• Have you received both the draft agreement and the PID?
• Can you open, save and share both documents with your advisers?
• Is it clear which version you need to review?
• Are all the stated sections of the PID included?

If the documents arrive at different times, or the package appears incomplete, first establish when the statutory period can begin. Do not simply count thirty days: the law specifies at least one month. Ask your adviser to confirm the earliest possible signing date.

3. Use the waiting period for a thorough assessment

Book time with a solicitor and an accountant straight away. If they only receive the documents shortly before the planned signing date, the statutory time allowance exists on paper, but you will make little use of it.

Work in three stages. First, read the agreement and PID yourself and highlight any obligations that are unclear. Then ask your advisers to assess the legal implications and whether the financial arrangements stack up. Finally, discuss any outstanding questions with the franchisor and request clear answers before making your decision.

During the statutory period, as a general rule, no commitments may be entered into and no fees, sums of money or security deposits may be requested or paid. The law provides exceptions, including for obligations under a confidentiality agreement and certain obligations arising from agreements already being performed. Caution is therefore essential when buying your first franchise.

Have documents called ‘letters of intent’ or ‘preliminary agreements’ reviewed before signing them too. Their title does not automatically make a binding commitment harmless. Plan your lease, orders and other preparations so that you are not financially locked in before completing your assessment. Do not assume that the franchise rules automatically protect you against obligations to third parties.

4. Check any changes before fixing the date

Negotiations may result in a contract that differs from the draft you originally received. If an important contractual provision is changed after disclosure, a fresh information requirement and waiting period may apply. Seek advice on whether a revised draft and a simplified PID must be supplied, and which time limit then applies.

Not every wording change carries the same legal weight. Have an adviser establish which changes affect your signing date, rather than assuming that the original date still stands.

If the prescribed documents are missing or the waiting period is not respected, the franchisee may seek to have the agreement declared void within two years of entering into it. This does not mean automatic cancellation: legal advice is still needed to assess your position and the consequences.

Practical takeaway: only set a firm signing date once the information package is available, relevant changes have been assessed and the statutory month has been calculated correctly. A trustworthy franchise network gives prospective franchisees room to make a considered decision.