Protect your brand before building a franchise network in Sweden

When you turn an existing business into a franchise network, other business owners need to be able to use the same name with confidence. Customer recognition of your signage is not enough. You need to know who owns the rights, what the protection covers and what use you can actually authorise. Here is a practical approach to securing your brand before you expand.

1. Map out the rights behind your name

Start with an audit of your rights. List your company names, product names, logos, domain names and social media accounts. Record who is listed as the owner, what agreements are in place and who has access. A common problem in owner-managed businesses is that important assets are still held personally by the founder or by a former business partner.

Company names, domain names and trade marks involve different rights. Registration with the Swedish Companies Registration Office (Bolagsverket) does not automatically mean that the name is registered as a trade mark. Nor does an available domain name mean that you can use it without risking infringement of someone else’s rights.

In particular, check the following:

• Who owns any trade mark registrations?
• Does the agreement with the designer cover the use of the logo that the franchise network needs?
• Are there any older shareholders’ agreements, licences or other restrictions?
• Can the franchisor company grant franchisees the right to use the material?

If the rights are held by another group company, the franchisor needs an adequate licence, including the right to grant sublicences. Document assignments and licences in writing. Do not assume that a paid invoice from a designer settles every question of ownership and usage rights.

2. Check the scope and reach of your protection

The Swedish Trade Marks Act (2010:1877) is central to trade mark protection in Sweden. Trade mark rights can arise through registration or through established recognition in the market. The latter requires the mark to be known among a significant proportion of the relevant customer base, and protection may be geographically limited. Relying solely on local recognition is therefore risky for a growing franchise network.

Search for identical and similar marks before investing in more signage, premises or franchisee recruitment campaigns. Check Swedish registrations, EU trade marks and international registrations effective in Sweden. Look beyond spelling: similarities in pronunciation, appearance and meaning can also matter. Ask a trade mark attorney to assess difficult borderline cases.

Next, decide which goods and services your protection needs to cover. A registration does not give you exclusive rights across every type of business activity. If, for example, your business both runs a café and sells packaged products under the same name, both activities need to be assessed. Base your decisions on your actual operations and realistic expansion plans.

Applications for Swedish registration are made to the Swedish Intellectual Property Office (PRV). Applications for an EU trade mark are made to the European Union Intellectual Property Office (EUIPO), and protection extends throughout the EU. Choose the geographical scope according to need, not prestige. Also establish a renewal procedure and retain evidence of genuine use; a lack of genuine use for five years can lead to revocation of the registration.

3. Make the trade mark licence clear in the franchise agreement

The franchise agreement should specify exactly which marks the franchisee may use. Consider referring to a schedule listing registration numbers, owners and approved versions. Distinguish between a registered right and a pending application whose outcome is not yet certain.

Then explain the right to use the marks in practical terms:

• Which goods, services and sales channels are covered?
• May the franchisee register local domain names or social media accounts?
• What local advertising requires approval, and how quickly must a decision be given?
• Who handles suspected infringements and claims from other rights holders?
• What happens to signage, uniforms, packaging and digital accounts when the agreement ends?

Sweden has specific legislation on franchisors’ disclosure obligations: Act (2006:484). It requires the franchisor to provide clear, understandable written information well before the franchise agreement is entered into, including information about the intellectual property rights to be licensed. Describe the actual status of those rights, not simply your intention to protect them.

This legislation does not regulate every aspect of the franchise relationship. The Swedish Contracts Act, the Trade Marks Act and competition rules may also be relevant. Have a lawyer review the licence terms alongside the rest of the franchise agreement to ensure that the provisions work together.

4. Manage the shared brand

Trade mark protection does not end with registration. Appoint someone to take responsibility for rights, monitoring and approvals. Store original files in a shared location and give franchisees clear guidance on which versions they may use.

Create a straightforward reporting process for confusingly similar names, fake accounts and unauthorised use. Ask franchisees to document what they find and report it centrally, rather than threatening legal action themselves. This allows for a more consistent response and reduces the risk of unfounded claims.

Plan for changes too. A new name or logo can create costs across the entire franchise network. Agree how such decisions will be made, how the transition will be managed and how responsibility for costs will be allocated.

Practical takeaway: Before offering your first franchise, complete an inventory of your rights, establish the scope of your protection and have your licence terms checked. This gives the network’s shared name a solid foundation.