Selling alcohol through a franchise: check licensing before you sign

A recognisable brand and fully equipped premises do not mean you can start selling alcohol. When you join a franchise network, you remain the business operator responsible for ensuring that your business operates legally. If your shop or restaurant will sell alcoholic drinks, check whether you can obtain the necessary licence before signing an unconditional agreement or committing to costs you cannot recover.

1. Establish who must obtain the licence

The principal legislation in Poland is the Act on Upbringing in Sobriety and Counteracting Alcoholism. Selling alcoholic drinks to consumers requires a licence issued by the head of the municipality or the mayor responsible for the area where the outlet is located. The colloquial Polish expression “koncesja na alkohol” is not the correct legal name for this document, which is a “zezwolenie”.

The licence applies to a specific business operator and outlet. If your business will be the seller, do not assume that a licence held by the franchisor, property owner or previous operator will suffice. Taking over equipment, entering into a lease or signing a franchise agreement does not, in itself, transfer the licence to a new operator.

The Act distinguishes between sales for consumption on and off the premises. It also requires separate licences for different categories of alcoholic drinks. Before contacting the local authority, establish your precise business model: a shop, a restaurant or an operation combining different types of service. A general statement that “alcohol can be sold at these premises” is not enough.

Ask the franchisor to specify clearly:

• who will legally be the seller and the licence applicant;
• which categories of alcoholic drinks the planned range will include;
• whether selling alcohol is a contractual requirement;
• whether the outlet can operate without alcohol sales, even temporarily.

2. Check municipal restrictions for the specific address

National legislation is only the starting point. The municipal council sets, among other things, the maximum number of licences and rules on the location of premises selling and serving alcohol. Municipalities may also restrict night-time sales of alcohol for consumption off the premises. Statutory bans applying to certain locations must also be considered.

Check the address, not just the town or city. Ask the local authority about the resolutions currently in force, how locations are assessed and the availability of licences suitable for your planned business. Proximity to certain facilities, local rules for measuring distances or a fully allocated licence quota may change your assessment of otherwise commercially attractive premises.

If the outlet is in a residential building containing multiple dwellings, check the licensing requirement for written consent from the building’s owner, user, manager or administrator. Do not assume that your landlord’s permission to run a shop amounts to the full set of documents required by the authority.

Prepare a brief site summary covering the address, planned sales model, alcohol categories, opening hours and your legal right to occupy the premises. Use this to establish which supporting documents are required, including the document confirming approval of the establishment by the relevant sanitary authority. Guidance from an official can help you prepare your investment, but it does not replace a formal administrative decision or guarantee its outcome.

3. Address refusal and delay in the agreement

Poland has no separate, comprehensive franchise law, and a franchise agreement remains an “unnamed contract”: a contract type not specifically defined in legislation. The general provisions of the Polish Civil Code apply, particularly freedom of contract and the rules on liability for failure to fulfil contractual obligations. Nor is there a general franchise-specific requirement to provide a statutory disclosure document 14 days before signing. Alcohol licensing requirements apply independently of these rules.

Do not therefore assume that a refused licence will automatically release you from fees payable to the franchise network. If the agreement unconditionally requires you to open the outlet with the full product range by a specified date, an administrative problem may also become a contractual one.

Before signing, work with a lawyer to agree provisions covering:

• the deadline for submitting a complete application and the allocation of responsibilities for preparing supporting documents;
• arrangements for postponing the opening if the licensing process continues despite the business operator having taken all the required steps properly;
• the option of opening without alcohol sales and the associated financial arrangements;
• the right to end the franchise relationship if the licence has not been obtained by an agreed date;
• how fees already paid, equipment costs and expenditure on preparing the premises will be dealt with.

Distinguish between a refusal arising from location restrictions and a situation where the applicant has failed to supply documents. The agreement should also specify whether the parties expect an appeal to be lodged and who will bear its costs. Do not leave these decisions until the premises are ready and rent is falling due.

4. Work out the figures without alcohol sales

Your budget should cover not only licence fees but also the cost of funding the waiting period. Prepare separate cash-flow forecasts for a delayed opening and for trading with a reduced product range.

Check which costs can be deferred, such as ordering some stock, bringing certain equipment into use or carrying out particular promotional activities. Also assess whether the absence of alcohol will affect expected customer numbers and sales of other products. Assurances that similar outlets obtained licences without difficulty are no substitute for this analysis.

Once you obtain the licence, put its expiry date, sales-value declaration requirements and fee payment deadlines in your calendar. Holding a licence requires continued compliance with statutory conditions; it is not a one-off formality to complete before opening.

Practical takeaway: before committing to opening a franchise that sells alcohol in Poland, check the specific address with the municipality, establish who should apply and set out the financial consequences of not obtaining a licence in the agreement.