Rhode Island Franchise Forms - Rhode Island Franchise Law

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Rhode Island 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 a business must file in order to officially become a corporation. They contain important information about the company, such as its name, purpose, and main office address. The purpose of filing these articles is to establish the legal existence of the corporation and to outline its structure and governance. In Rhode Island, the process of filing Articles of Incorporation is straightforward. The documents can be submitted to the Secretary of State, along with the required filing fee. Once approved, the corporation is recognized as a separate legal entity, providing various benefits and protections to its owners and shareholders.


What to Include in Articles of Incorporation

When creating articles of incorporation in Rhode Island, there are a few important things that you should include. Firstly, you need to provide a unique name for your corporation that clearly distinguishes it from other businesses. It's also crucial to define the purpose of your corporation, specifying the type of business activities it will engage in. Additionally, you should mention the duration of the corporation, which can be perpetual or set to a specific period of time. It's important to designate a registered agent and their address who will receive legal documents on behalf of the corporation. Lastly, you need to state the number and class of shares issued by the corporation, as well as any restrictions related to them. Keeping these key points in mind will help you properly complete your articles of incorporation in Rhode Island.


1. Full Name of Corporation

The full name of the corporation operating in Rhode Island is XYZ Corporation. XYZ Corporation is a business organization that provides goods and services within the state of Rhode Island. They operate under the laws and regulations set forth by the state and work towards fulfilling the needs and demands of their customers responsibly.


2. Principal Place of Business

The principal place of business refers to the main location where a company conducts its everyday operations and manages its affairs. In the case of Rhode Island, this would mean the primary physical address or office space where a business is established and from where it operates within the state. It serves as the central hub for activities such as administration, management, communication, and decision-making. The principal place of business is crucial as it determines the jurisdiction and local regulations that apply to the company.


12. Limitation of Director’s Liability

In Rhode Island, there are certain limitations to a director's liability. This means that directors of a company may not always be held personally responsible for the company's debts or legal actions. These limitations provide some protection to directors, ensuring that they are not unfairly burdened with financial obligations or legal consequences. However, it's important to note that these limitations are not absolute and there are circumstances where directors may still be held liable for their actions. Therefore, directors should remain diligent and act in the best interests of the company to avoid any potential legal liabilities.