Rhode Island Franchise Law and FDD Registration

Rhode Island Franchise Law

Rhode Island is a franchise registration state. Under the Rhode Island Franchise Investment Act, before offering or selling a franchise in Rhode Island, you must register your FDD with the Rhode Island Department of Business Regulation, Securities Division. The initial filing fee is $600 and the renewal fee is $300. If you are filing your registration or renewal electronically, you will incur an additional $100 fee. FDD registration must be renewed annually.

To learn more about registering your FDD in Rhode Island and how we can help get you registered, give us a call at (800) 976-4904 or contact us.

Who Regulates Franchises in Rhode Island?

The Rhode Island Department of Business Regulation, Securities Division regulates the registration and enforcement requirements of Rhode Island’s franchise laws known as the Rhode Island Franchise Investment Act.

What Should I Include with My Registration Application?

You must submit the following items:

• Current Franchise Disclosure Document (only electronic copies are accepted);

• Uniform Consent to Service of Process;

• Tax Payer Affidavit (CD-ROM only); and

• Filing fee in the amount of $600 by check made payable to "The State of Rhode Island."

Where Is the Registration Application Filed?

Applications for initial FDD registration, annual renewals, and amendments are filed at:

Rhode Island Department of Business Regulation
Securities Division
1511 Pontiac Avenue
John O. Pastore Complex Bldg. 69-1
Cranston, RI 02920

Their phone number is (410) 462-9500.

When Do I Have to Renew My FDD Registration?

Franchisors seeking renewal of their franchise registration in Rhode Island are required to file a renewal application that includes:

• Updated Franchise Disclosure Document (electronic);

• Tax Payer Affidavit (CD-ROM only);

• Current audited financial statements; and

• Filing fee in the amount of $300.

You must renew one year from the initial effective date annually to maintain franchise registration under the Franchise Investment Act. All renewals can be completed online.

What Triggers Rhode Island’s Registration Requirements?

The Rhode Island Franchise Investment Act and, thereby, Rhode Island’s registration requirements, are triggered by franchise transactions involving:

1. the sale of a franchise in Rhode Island,

2. a transaction where the offer to sell a franchise is made or accepted in Rhode Island or an offer to buy is accepted in Rhode Island,

3. a transaction where an offer is directed by the offeror into the state from within or outside of Rhode Island and is received where it is directed, and

4. a transaction where a franchise is offered or sold outside of the state of Rhode Island but the person it is sold to is a resident of Rhode Island or plans on operating the franchise in the state of Rhode Island.

However, certain broadcast communications are exempt from constituting an “offer” triggering the Rhode Island Franchise Investment Act, under the following circumstance:

An offer to sell is not made in this state solely because the offer appears in a newspaper or other publication of general or regular circulation which had more than two-thirds (2/3) of its circulation outside of this state during the past 12 months or solely because the offer appears in a broadcast or transmission originating outside this state.