Is Your Trade Mark Ready for Franchising in Colombia? A Practical Review

A business may have loyal customers and a recognisable identity without being ready to authorise others to use its trade mark. Before offering your first franchise in Colombia, check which rights you hold, what they protect and who can grant permission to use them. This review helps prevent intellectual property disputes from affecting new members of your franchise network.

1. Distinguish trade marks from other registrations

Commercial registration, a company name and an internet domain are not equivalent to a registered trade mark. Registering a business with a chamber of commerce does not, in itself, establish that you can prevent third parties from using a similar sign for related goods or services.

In Colombia, Andean Community Decision 486 establishes the common industrial property framework. As a general rule, exclusive rights to a trade mark are acquired by registering it with the competent authority: the Superintendence of Industry and Commerce (SIC).

Before expanding, compile an inventory of the signs you use: your name, logo, slogans and commercial variants. Identify which are registered, which have pending applications and which have no registration-based protection. Do not present a pending application as a granted registration.

Colombia has no comprehensive law specifically governing franchise agreements. As the Ministry of Justice explains, franchising is an atypical contract, governed by the agreed terms and the applicable general rules, particularly the Commercial Code and Civil Code. Industrial property rules and Law 256 of 1996 on unfair competition are also relevant. There is no general requirement to register the business model or franchise agreement with the SIC.

2. Check who can authorise use

Consult the SIC file for each trade mark and cross-check its details against your internal documents. The founder’s recollection of registering it is not enough.

Prepare a record containing:

• The owner named in the register.
• The file number and application status.
• The protected sign and the goods or services covered.
• The expiry date and renewal status.
• Any known assignments, licences, restrictions or disputes.

A common issue is that the founder owns the trade mark personally, while the company intends to sign as the franchisor. This does not necessarily prevent a franchise arrangement, but the company’s authorisation and powers must be properly documented.

If you use someone else’s trade mark under licence, check explicitly whether you may sublicense it to franchisees. Permission to operate an outlet does not automatically include permission to develop a network. Resolve any gaps in that chain of authorisation before accepting payments.

3. Check whether protection covers the actual business

Registration protects the specified goods or services, not every activity the business owner might choose to undertake. The classes in the Nice Classification help organise that coverage, but your review should not focus solely on the class number.

For example, a café that also sells packaged coffee under its trade mark should review both its service offering and the products it sells. Adding courses, promotional merchandise or new product lines may require a further assessment.

Compare three things: what the registration protects, what the outlet currently sells and what the franchisee will offer. If there are differences, seek specialist advice on whether to file new applications or adjust the offering.

Review versions of the logo too. A substantial redesign may justify a new application. Remember also that a trade mark registered in another country is not automatically protected in Colombia: you need rights that have effect within Colombian territory.

4. Turn the review into clear licence terms

The agreement should identify the authorised trade marks and define how they may be used. Avoid vague wording such as ‘all intellectual property is handed over’: a licence to use a trade mark is not a transfer of ownership.

Define at least the following:

• Permitted uses in outlets, on packaging, in advertising and through digital channels.
• Territory, duration and any exclusivity conditions.
• The procedure for approving marketing materials and changes to the brand’s visual identity.
• Responsibility for renewals, monitoring and enforcement action.
• Measures when the relationship ends: removal of branded signs and materials, treatment of remaining stock and management of digital accounts.

Territorial exclusivity does not arise automatically when a franchise agreement is signed; it must be agreed. Nor should you confuse trade mark registration with any formalities that may apply to its licence: review those separately with your adviser.

Practical conclusion: before marketing franchises, prepare a file containing current registrations, verifiable authorisations, a reviewed scope of protection and clear licence terms. If you cannot demonstrate who authorises each use, you still have work to do before expanding your franchise network.