Indiana Franchise Forms - Indiana Franchise Law

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Indiana Franchise Forms FAQ

What is a franchise?

There is a definition of a franchise which has been developed by the Federal Trade Commission. Basically, a franchise involves an owner of a trademark, trade name and/or copyright giving others a license under certain conditions to use these trademarks, trade names or copyrights in providing goods or services to the public. The franchisor is the party who grants the franchise, and the franchisee is the party who receives the franchise.

What is the legal relationship between a franchisor and franchisee?

Technically, the relationship between a franchisor and franchisee is a relationship between two independent contractors. Their rights are determined by the franchise agreement. A franchise then is not a separate business entity, but is a business relationship between two separate business organizations such as a sole proprietorship, a corporation, or a partnership. The relationship between the franchisor and franchisee is controlled by the franchise contract. A corporation, sole proprietorship, or partnership may own the franchise contract or may be the entity entering into the franchise contract.

What laws govern franchises?

There are laws that restrict termination of some franchises. In some states, prior notice of termination is required. Owners of automobile dealership franchises are protected from termination of their dealerships in bad faith. This protection is provided by the Federal Automobile Dealers Franchise Act.


What are Articles of Incorporation?

Articles of Incorporation are legal documents that officially establish a corporation as a separate entity from its owners. In simple terms, they are like a birth certificate for a company. In the state of Indiana, these articles include essential information about the corporation, such as its name, purpose, registered agent, and the number of shares it can issue. They are filed with the Indiana Secretary of State to ensure compliance with state laws and regulations. These articles serve as the foundation for how the corporation operates and provides it with legal protection.


What to Include in Articles of Incorporation

The Articles of Incorporation are a legal document that you need to create when starting a business in Indiana. It's like creating a birth certificate for your company. In this document, you should include important information about your business, such as its name, address, and the purpose for which it was established. You'll also want to mention the number of shares your company is authorized to issue and provide the name and address of a registered agent who will act as a point of contact for legal issues. Additionally, it's crucial to outline the names and addresses of the initial directors or any officers of the company. Once you have all these details, you can file your Articles of Incorporation with the Indiana Secretary of State to officially establish your business.


1. Full Name of Corporation

The full name of the corporation is a combination of words that uniquely identify and represent a specific business entity in the state of Indiana. This name serves as an official designation for legal and administrative purposes, allowing the corporation to conduct its activities and operations within the state's jurisdiction. Using clear and understandable language, the corporation's name clearly conveys its presence and affiliation with Indiana, helping people easily recognize its origin and association with this particular region.


2. Principal Place of Business

The Principal Place of Business refers to the main location where a company conducts its day-to-day operations and makes key business decisions. In the state of Indiana, this is the central hub where the core activities of a business are carried out. It serves as the nerve center for the company, housing important departments such as administration, finance, human resources, and operations. The Principal Place of Business is the primary base from which a business operates in Indiana, utilizing its resources to drive growth, serve customers, and contribute to the local economy.


12. Limitation of Director’s Liability

In Indiana, there are limitations on the liability of directors for certain actions or decisions they make on behalf of a company. This means that directors are generally protected from personal legal responsibility for any losses or damages incurred by the company, except in certain limited circumstances. These limitations provide a level of protection for directors, as it recognizes that they often have to make difficult decisions and take risks in their role. However, it is important to note that these limitations do not absolve directors from all their responsibilities, especially if they engage in fraudulent or illegal activities. It is crucial for directors to understand the extent of their liability and act in the best interests of the company and its stakeholders.