Franchising in Greece: protect your trade mark before expanding

Turning an existing business into a franchise proposition starts with a simple question: can you actually license the trade mark you use? A successful shop sign does not, on its own, amount to a registered right. Before investing in franchisee recruitment, you need to establish what is protected, who owns it and how it may be used. In franchising, this preparation protects both the franchisor and every new franchisee.

1. Distinguish your trade mark from your company name

A company name, trading name, domain name and trade mark are not the same thing. Registration with Greece’s General Commercial Registry does not replace trade mark registration. Similarly, owning a web address does not automatically give you exclusive rights to that word for your goods or services.

In Greece, the principal legislation governing national trade marks is Law 4679/2020, as amended. EU trade marks are governed by Regulation (EU) 2017/1001. A national trade mark provides protection in Greece, while an EU trade mark has a unitary character and covers the EU Member States.

Start by drawing up an inventory of the assets your franchisees will use:

• The business name and main product names.
• The logo and any variations of it.
• The trade marks appearing on packaging, signage and digital channels.
• The relevant applications or registrations and the named owner.

An application is not the same as a completed registration. Record pending applications, registrations and any oppositions or other challenges separately.

2. Check availability, scope of protection and ownership

Before adopting your existing name as the network’s shared identity, commission a search for earlier rights. The search should not be limited to identical words: similar trade marks may also create a likelihood of confusion. It should cover national trade marks, EU trade marks and international registrations protected in Greece, as well as other relevant earlier rights.

Also check the goods and services covered by each registration. The Nice Classification organises the relevant categories, but the precise wording of the specification is decisive. For example, protection for restaurant services does not automatically cover every packaged product you intend to sell under the same name.

A common practical problem arises when the founder owns the trade mark personally, while the company signs the franchise agreements. This does not prevent expansion, but it requires a clear legal basis. An appropriate assignment or licence is needed, including authority to sublicense use to franchisees where necessary, along with a check of the relevant registration formalities.

Create a summary table listing the owner, registration number, territory, goods or services covered and renewal date. Do not proceed on the assumption that an old filing necessarily covers the business as it operates today.

3. Translate protection into clear contractual terms

Greece has no single franchise-specific law, nor a general statutory register specifically for franchisors or a legally prescribed standard pre-contractual disclosure document. Depending on the issue, applicable rules include the Civil Code, particularly its provisions on good faith and pre-contractual liability, trade mark legislation, Law 146/1914 on unfair competition and competition rules.

The Code of Ethics of the Franchise Association of Greece is a self-regulatory framework, not state legislation. The Association’s membership requirements should not be presented as universal legal requirements for starting a franchise operation.

The trade mark licence in the agreement needs to specify:

• Exactly which trade marks are licensed and for what uses.
• The duration, territory and any exclusivity.
• Brand presentation rules and approval of local advertising materials.
• Management of websites, social media accounts and domain names.
• Reporting infringements and responsibility for dealing with them.
• Cessation of use when the franchise relationship expires or is terminated.

Territorial exclusivity requires separate, careful drafting: it does not arise simply because a trade mark licence is granted. You should also accurately inform prospective franchisees of material outstanding matters affecting the mark’s protection.

4. Manage use and plan for an orderly exit

Appoint someone to oversee renewals, monitor new applications that may conflict with the trade mark and gather evidence of genuine use. Registration alone is not enough without ongoing management; failure to make genuine use of the mark may put the right at risk where the statutory conditions are met.

Before each franchised outlet opens, check its signage, packaging and online listings. Also establish an exit procedure covering removal of branding, cessation of advertising and management of digital accounts, in accordance with the agreement and the parties’ rights.

Practical takeaway: before seeking franchisees, complete three checks with a specialist lawyer: who owns the trade mark, exactly what it covers and on what terms you can license its use.