Best Franchising Lawyers in Hasselt

About Franchising Law in Hasselt, Belgium

Franchising in Hasselt operates within Belgium's national legal framework, complemented by Flemish regional rules and local city requirements. Belgium does not have a stand-alone franchise act. Instead, franchise relationships are primarily governed by the Code of Economic Law, competition law, intellectual property rules, commercial leasing law, and sector-specific regulations. A key feature is the mandatory pre-contractual information regime for commercial cooperation agreements, which includes franchises. This regime requires franchisors to provide a comprehensive disclosure package at least one month before any binding step. In Hasselt, practical considerations such as retail permits, signage, consumer law compliance, and employment and language rules for staff also matter.

Whether you are a franchisor expanding into the Limburg region or an entrepreneur looking to buy a franchise unit in Hasselt, you will need to navigate disclosure timing, contract terms, rent and location strategy, VAT and tax treatment of royalties, data protection for loyalty programs, and the rules on advertising and promotions. Courts that commonly hear these matters include the Enterprise Court for Limburg - division Hasselt.

Why You May Need a Lawyer

Franchise arrangements combine contract, competition, IP, real estate, and regulatory issues. Common reasons to seek legal help include reviewing and negotiating the franchise agreement, ensuring the franchisor complies with the one-month pre-contractual disclosure obligation, customizing clauses to Belgian B2B unfair terms rules, structuring fees and royalties for VAT and withholding, protecting trademarks and know-how, setting compliant pricing and territorial restrictions, and preparing compliant marketing and e-commerce practices. Locally, counsel can help with Hasselt retail permitting, commercial lease negotiations for high street or shopping center premises, employment documentation in Dutch, health and safety approvals for hospitality concepts, and GDPR compliance for customer data. If a dispute arises, counsel can guide mediation, court proceedings, or arbitration, and help preserve evidence and contractual rights.

Local Laws Overview

Pre-contractual disclosure - standstill: Belgian law imposes a pre-contractual information duty for commercial cooperation agreements, which covers most franchise models. The franchisor must deliver a disclosure document and the draft franchise agreement at least one month before the franchisee signs or pays anything other than a narrowly tailored confidentiality obligation. The disclosure must cover key items such as the identity of the franchisor, the market and competition context, required investments and fees, intellectual property licensed, territory and exclusivity, duration and termination terms, non-compete and non-solicit obligations, and any purchase obligations. If the regime is not respected, the franchisee may seek annulment and or damages, subject to statutory deadlines.

B2B unfair terms: Belgium prohibits unfair terms in business-to-business agreements. Clauses that create a significant imbalance can be struck down or adjusted. Some clauses are blacklisted, such as those that irrebuttably bind one party while the other remains free, or that exclude liability for intent or gross negligence. Others are gray-listed and are presumed unfair unless justified, such as excessive limitation of liability or unilateral price changes without a valid reason. Franchise agreements should be screened for compliance to avoid unenforceable provisions.

Competition law - vertical restraints: EU and Belgian competition rules apply to franchise networks. Hardcore restrictions such as resale price maintenance are prohibited. Franchisors may recommend prices and operate maximum price policies only if they do not amount to fixed or minimum prices. Territorial and customer restrictions must be carefully structured. The EU Vertical Block Exemption Regulation provides a safe harbor when market shares do not exceed 30 percent and when certain conditions are met. Special allowances exist for protection of franchisor know-how, but they must be proportionate.

Non-compete obligations: In-term non-competes are generally acceptable when proportionate. Post-term non-competes are tightly restricted. A typical enforceable post-term non-compete in a franchise is limited to one year, must be necessary to protect transferred know-how, and is confined to the premises where the franchisee operated and to the products or services covered by the franchise. Overbroad non-competes risk invalidity.

Intellectual property: Franchise models rely on trademarks, trade dress, and know-how. Trademarks used in Belgium are generally registered at the Benelux Office for Intellectual Property. Licenses should be clearly documented in the franchise agreement and in brand manuals. Confidentiality and know-how protection clauses should be robust and practical to enforce.

Commercial leases in Hasselt: Most street-front and mall retail locations are governed by the commercial lease regime with a typical nine-year term, rent indexation, renewal options, and specific rules on assignment and sublease. Flanders also has a short-term pop-up lease framework for temporary occupations. Many franchisors require step-in or direct lease rights to protect the network. Early termination and fit-out obligations should be negotiated carefully.

Permits and local compliance: In Flanders, larger retail outlets and certain changes of use may require an omgevingsvergunning that includes retail activity approval. Hospitality concepts may require food safety registration or authorization with the Federal Agency for the Safety of the Food Chain, terrace or signage permits, fire safety clearance, and compliance with opening hours and Sunday trading rules. The City of Hasselt has local procedures and contact points for entrepreneurs. Plan timelines accordingly because permit lead times can affect the franchise launch date.

Consumer, e-commerce, and advertising: Price display, returns, warranty, distance selling, and e-commerce rules in the Code of Economic Law apply to most franchise sectors. Loyalty programs and marketing lists must comply with GDPR and Belgian guidance from the Data Protection Authority. Advertising must respect local consumer protection standards and the self-regulatory rules of the Jury for Ethical Practices in Advertising.

Employment and language: Hiring staff in Hasselt triggers Belgian labor law and Flemish language rules. Employment documents used within the Flemish Region must be in Dutch. Working time, student labor, and part-time schedules have specific requirements. Health and safety obligations apply from day one.

Tax and accounting: Franchise fees and royalties are generally subject to VAT. Cross-border payments may engage reverse charge, permanent establishment, and treaty or directive-based withholding considerations. Entry fees, fit-out contributions, and marketing fund payments should be analyzed for VAT, invoicing, and accounting treatment. Lease registration and regional taxes can apply. Obtain early tax advice to avoid surprises.

Disputes and enforcement: The Enterprise Court for Limburg - division Hasselt often has jurisdiction over franchise disputes in the area, unless the agreement validly sets a different forum. Mediation and arbitration are common in franchise networks, including under Belgian or international institutional rules. Preserve evidence, respect contractual notice provisions, and consider interim relief to protect brand and customer relationships.

Frequently Asked Questions

Is franchising specifically regulated in Belgium?

Belgium does not have a dedicated franchise act. Franchises are governed by the pre-contractual information regime for commercial cooperation agreements in the Code of Economic Law, together with competition, IP, lease, consumer, tax, and privacy rules. Courts and authorities apply these rules to franchise models.

What must a franchisor disclose and when?

At least one month before any binding commitment or payment, the franchisor must provide a disclosure document and the draft franchise agreement. The disclosure covers identity and corporate details, market context, fees and investments, IP, territory and exclusivity, duration and termination, training and assistance, purchasing obligations, and any non-compete or non-solicit clauses. No deposits or signature can occur during the standstill period, except a narrow confidentiality obligation.

Can I pay a reservation fee before the one-month standstill ends?

No. Belgian law prohibits binding commitments and payments before the one-month pre-contractual period lapses. A limited confidentiality or non-use obligation is allowed, but it must not lock you into the deal.

Can a franchisor impose fixed resale prices?

No. Fixed or minimum resale prices are a hardcore restriction under competition law. A franchisor may recommend prices and may set maximum prices if they do not operate as fixed prices. Short, objectively justified price campaigns can sometimes be coordinated if they do not eliminate franchisee pricing freedom.

Are post-term non-compete clauses enforceable?

They are enforceable only if strictly limited. A typical compliant clause lasts no more than one year after termination, is necessary to protect know-how, and is limited to the premises where the franchisee operated and to competing goods or services. Overbroad non-competes risk being invalid.

How long is a typical retail lease in Hasselt?

Commercial leases for retail premises commonly run for nine years with options and specific statutory protections. Shorter pop-up leases are possible for temporary projects. Always align lease term and break rights with the franchise agreement term.

What permits do I need to open a franchised outlet in Hasselt?

Depending on size and sector, you may need an integrated environmental and retail activity permit, signage approval, and fire safety clearance. Food and hospitality concepts must register or obtain authorization with the food safety authority. Terrace use, music licenses, and Sunday opening may require additional steps. Start early to avoid delays.

How are franchise fees and royalties taxed?

Franchise fees and royalties are usually subject to VAT. Cross-border payments can trigger reverse charge or withholding considerations depending on the nature of the payment and any applicable treaty or directive. Allocate fees clearly in the agreement and seek tax advice on invoicing and compliance.

Can I transfer or sell my franchise?

Most agreements allow transfers with franchisor consent and conditions such as training, financial vetting, settlement of debts, and payment of a transfer fee. Leases often require landlord consent. Plan the process early to manage timing and approvals.

What happens if disclosure obligations are breached?

If the franchisor fails to comply with the pre-contractual information rules, the franchisee can seek annulment and or damages, subject to time limits. Courts assess whether the defect was material and whether the franchisee would have contracted on the same terms if proper information had been provided.

Additional Resources

Federal Public Service Economy - information on commercial cooperation agreements and market practices.

Belgian Competition Authority - guidance on vertical agreements and distribution restraints.

Benelux Office for Intellectual Property - trademark and design registration for Benelux.

Data Protection Authority - guidance on GDPR compliance for marketing and loyalty programs.

Federal Agency for the Safety of the Food Chain - registrations and controls for food and hospitality.

Flemish Department of Environment - omgevingsvergunning procedures for retail activities and signage.

Enterprise Court for Limburg - division Hasselt - jurisdiction for many business disputes in the area.

Belgian Franchise Federation - industry insights and best practices.

City of Hasselt - business desk for local permits, opening hours, and events.

UNIZO and VOKA Limburg - entrepreneur support and networking in Flanders.

Next Steps

1 - Gather documents: request the full disclosure pack, draft franchise agreement, brand standards, and any ancillary documents such as lease rider, personal guarantee, and data processing terms.

2 - Calendar the standstill: note the one-month pre-contractual period and avoid signing or paying anything until it expires.

3 - Retain counsel: engage a franchise-experienced Belgian lawyer familiar with Hasselt permitting and Flemish lease practice. Ask for a risk report, proposed contract edits, and a compliance checklist.

4 - Align lease and franchise terms: negotiate rent, fit-out, opening date, and break options so they match franchise duration and conditions. Secure any required franchisor step-in or collateral agreements.

5 - Map permits and compliance: identify which retail or hospitality permits, signage approvals, and safety inspections you need in Hasselt. Build them into your timeline and budget.

6 - Structure tax and accounting: confirm VAT treatment for entry fees, royalties, and marketing fund contributions, and set up compliant invoicing. Assess any cross-border tax issues if the franchisor is foreign.

7 - Protect IP and data: ensure trademark licenses and brand manuals are clear. Implement GDPR-compliant customer data processes and staff training before launch.

8 - Plan employment: prepare Dutch-language employment contracts, registers, and policies. Verify working time, student work, and health and safety obligations.

9 - Stress test the model: validate financial projections with local Hasselt footfall, competition, and rent levels. Understand any minimum purchase or performance obligations.

10 - Decide and document: after the standstill, sign only when you understand the obligations and risks. Keep a complete file of the disclosure package and signed agreements for future reference.

This guide is general information, not legal advice. For tailored assistance on franchising in Hasselt, consult a qualified Belgian franchise lawyer.