How to Plan Licensing Responsibilities for a Franchise Opening

When expanding your existing business through franchising, having a licensed outlet of your own does not mean that a new franchise business is ready to open. When the operator, address or scope of activities changes, the necessary permissions must be assessed separately. An important step towards safe growth in a franchise network is to define licensing responsibilities for each opening, supported by the relevant documents. The aim is not simply to complete an application, but to prevent the business from serving customers before the legal conditions for trading have been met.

1. Distinguish franchise approval from permission to operate

Türkiye has no dedicated franchise law governing franchise agreements. Nor is there a general requirement to register on a public register or obtain a franchise-specific licence in order to grant a franchise. This does not, however, exempt a franchise business from obtaining the permissions required for its activities.

The general provisions of the Turkish Code of Obligations No. 6098 apply to the contractual relationship, while the Turkish Commercial Code No. 6102 applies to commercial matters. The Industrial Property Law No. 6769 is relevant to trade mark rights, and the Law on the Protection of Competition No. 4054 matters where provisions affect competition. Licensing, tax, employment and consumer protection rules also apply, depending on the business’s activities.

One of the principal regulations governing business opening and operating licences is the Regulation on Business Opening and Operating Licences. The competent authority and required documents depend on the nature and location of the business. A licence issued by a municipality does not automatically replace a required permit from another authority.

The franchisor’s approval to use the brand or open an outlet is not official permission to operate. Maintain this distinction consistently in the agreement, the opening schedule and correspondence with the franchisee.

2. Create a permissions register for each business format

Rather than relying on a single generic document checklist, start with the products and services the business will actually offer. Do not assume that a food business with seating has the same requirements as a takeaway-only operation. Similarly, if an activity falls within the category of a private educational institution, do not limit your checks to a standard business licence: assess the relevant education legislation separately.

For each entry in your permissions register, record:

• The activity to be carried out and the operation for which permission is required.
• The competent authority to which the application must be submitted and its current document checklist.
• The individual or company that will apply.
• Any technical work that must be completed before applying.
• The document’s validity and any requirements to notify changes or renew it.
• The date on which permission status will be verified and the person responsible.

For food-related activities, for example, you should separately assess whether registration or approval under the Ministry of Agriculture and Forestry’s remit is required, depending on the nature of the business. Do not assume that every food business needs the same document.

You can use your existing outlet’s file as a starting point, but do not simply copy it for the new business. Confirm current requirements with the competent authority. Keep records of verbal discussions too, noting the date, the department consulted and the scope of activities discussed; do not treat these records as official permission.

3. Set out duties and the consequences of delays in the agreement

A statement that ‘the franchisee is responsible for all licences’ is not, by itself, an adequate operational plan. Even if the franchisee submits the application, the franchisor may need to supply plans, equipment specifications or descriptions of activities. A delayed document from the franchisor can hold up the franchisee’s application.

In the agreement or an opening responsibilities schedule, distinguish at least the following duties: submitting the application, preparing the technical file, paying application fees and consultancy costs, supplying missing documents, notifying the franchisor of the outcome, and maintaining compliance with permission conditions throughout the business’s operation. Give each task a clear deadline and acceptance criteria.

Address delays according to their cause. A franchisee’s failure to submit documents, a franchisor’s delay in providing project information and an authority taking longer to review an application are not the same situation. Clarify how the opening date will be revised, who will bear which costs and when the parties will reassess the position.

Although Türkiye does not require a general franchise pre-contractual disclosure document in a prescribed format, the duty of good faith and pre-contractual liability remain important. Do not conceal known obstacles to obtaining permission or present an unverified opening date as a firm promise. Remember, too, that allocating duties by contract does not remove statutory responsibilities towards public authorities.

4. Make the opening decision evidence-based

At the opening meeting, do not discuss only whether the fit-out and products are ready. Treat the permissions required to begin operating as a separate checklist item. An application receipt does not necessarily confer the right to start trading; check which document is sufficient under the relevant rules.

The franchisor’s checks should compare the operator’s registered name, address and scope of activities against the documents, including any conditions stated on them. Do not mark a requirement as complete merely because a document is ‘on file’ if it was issued in the wrong company’s name or does not cover the planned service. Refer any uncertainty to the competent authority and, where necessary, an appropriate legal or technical specialist.

Record the opening decision in dated minutes. If the opening is postponed because a required permission is missing, update advertising, bookings, staff start dates and product deliveries together. Explain to the team that a soft opening does not, in itself, remove the need for the required permissions.

After opening, establish a notification process so that permissions can be reassessed when activities, the operator or the physical layout change. Practical takeaway: Before your first franchise opening, assign one accountable person to each required permission, identify verifiable documentary evidence and set a clear condition that must be met before opening.