Franchise Agreements in Spain: Legal Guide for International Brands

Entering the Spanish Market via Franchising

Spain is a top franchise destination in Europe, offering an open, regulated, and well-established legal framework. With over 1,300 franchise brands operating across sectors like food, retail, fitness, education, and hospitality, franchising is a powerful strategy for foreign brands to enter the Spanish market.

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📄 What Is a Franchise Agreement in Spain?

A franchise agreement (contrato de franquicia) is a commercial contract where a franchisor grants a franchisee the right to operate a business under its brand, using its know-how and support systems, in exchange for fees or royalties.

📘 Key Legal Elements Include:

• Use of trademarks and trade names

• Know-how and training obligations

• Ongoing support

• Territory and exclusivity

• Fees (initial + royalties)

• Duration and termination

• Non-compete and confidentiality clauses

✅ Spanish contract law allows flexibility, but certain franchise-specific disclosure rules apply.

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📋 Pre-Contractual Disclosure Obligations

Under Royal Decree 201/2010, franchisors must disclose information at least 20 days before signing any agreement or collecting payment.

Required Disclosure Includes:

• Company identification and legal status

• Description of the franchise

• IP rights and registrations

• Financial obligations of the franchisee

• Details of existing franchisees in Spain

• Litigation history (if any)

⚠️ Failing to comply with disclosure rules can render the agreement void or result in damages.

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🏛️ Registration Requirements

If you are a franchisor operating in Spain, you must register with the Franchise Registry (Registro de Franquiciadores) of the Ministry of Industry, Commerce and Tourism.

📌 Foreign franchisors without a permanent Spanish establishment can register through legal representatives.

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⚖️ Franchise Laws That Apply

There is no single “Franchise Law” in Spain. Franchise agreements are governed by:

• Commercial Code

• Civil Code

• Unfair Competition Law

• Competition/Antitrust Law (Law 15/2007)

• Royal Decree 201/2010 (Disclosure obligations)

Franchise contracts are enforceable provided they:

• Do not violate public order or competition law

• Do not impose unfair or abusive terms

• Are freely negotiated and clearly documented

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🔎 How We Assist at Borderless Lawyers

Whether you’re a foreign franchisor expanding to Spain or a local investor looking to become a franchisee, we provide:

• ✅ Legal review and drafting of franchise agreements

• ✅ Due diligence on Spanish franchisees/franchisors

• ✅ Franchise Registry compliance

• ✅ IP protection and licensing

• ✅ Dispute resolution and litigation

• ✅ Pre-entry market strategy and regulatory advice

🌍 Multilingual legal services | ⚖️ Sector-specific expertise | 💼 Strategic market entry support

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💬 Real-World Example

Case: A U.S. fitness franchise wanted to launch in Madrid. We:

• Registered their trademark with the Spanish Patent & Trademark Office (OEPM)

• Drafted a compliant franchise agreement

• Handled registration with the Franchise Registry

• Assisted in negotiating and closing the first franchise deal with a Spanish partner

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🚀 Ready to Franchise in Spain?

Franchising in Spain offers exciting growth potential—but requires expert legal structuring. At Borderless Lawyers, we guide international brands through every legal, regulatory, and business step.