Some standard content:
ICS 03.160
Registration number: 37618—2012
National Trade Industry Standard of the People's Republic of China SB/T10760—2012
Franchise administration for standard retail industryPublished on 2012-09-19
Ministry of Commerce of the People's Republic of China
Implemented on 2012-12-01
SB/T 10760—2012
Normative references
Terms and definitions
Franchise management
Franchise resource management
Franchise system management
Franchise contract management
8Franchise filing management
9Franchise information disclosure management
References
This standard was drafted in accordance with the rules given in GB/T1.12009. This standard was proposed and managed by the Ministry of Commerce of the People's Republic of China. Drafting unit of this standard: Beijing Yiming Law Firm Main drafters of this standard: Tu Zhi, Li Guangxing, Yang Fan, Lin Shu. SB/T10760-2012
1 Scope
Business Franchise Management Specification
Retail Industry
SE/T10760—2012
This standard regulates the terminology, franchisor management, franchise resource management, franchise system management, franchise contract management, franchise filing management, and franchise information disclosure management of my country's retail enterprises engaged in franchising. This standard is applicable to enterprises engaged in retail business in the franchise mode within the territory of the People's Republic of China. 2 Normative References
The following documents are indispensable for the application of this document. For all dated references, only the dated version applies to this document. For all undated references, the latest version (including all amendments) applies to this document. GB/T4754—2011 National Economic Industry Classification GB/T18106—2004 Retail Industry Classification
SB/T10410—2007 Franchise Management System Guidelines "Regulations on the Administration of Commercial Franchise" (Order No. 185 of the State Council of the People's Republic of China) "Regulations on the Administration of Commercial Franchise Registration" (Order No. 5 of the Ministry of Commerce of the People's Republic of China in 2011) "Regulations on the Administration of Information Disclosure of Commercial Franchise" (Order No. 2 of the Ministry of Commerce of the People's Republic of China in 2012) 3 Terms and Definitions
The following terms and definitions apply to this document. 3.1
Retail industry
Industry that mainly sells goods to final consumers and provides related services. [GB/T 18106—2004, Definition 2.1]
Commercial franchise franchise Administration An enterprise that owns business resources such as registered trademarks, corporate logos, patents, and proprietary technologies, licenses its business resources to other operators in the form of a joint venture, and the franchisee conducts business under a unified business model in accordance with the contract and pays the franchisor a franchise fee.
Franchisor franchiseisnr
In commercial franchising activities, an enterprise that licenses the other party to use its registered trademarks, corporate logos, patents, and proprietary technologies in the form of a contract and collects franchise fees. 3.4
Franchisee
In commercial franchising activities, an enterprise, other organization, or individual that licenses the use of the registered trademarks, corporate logos, patents, and proprietary technologies owned by the franchisor in the form of a contract and pays the franchisor a franchise fee. 1
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Franchise resourcesfranchise resources The registered trademarks, corporate logos, patents, proprietary technologies and other rights owned by the franchisor and authorized to be used by the franchisee in the franchised business activities.
Franchise contract The agreement between the franchisor and the franchisee to establish, change and terminate the franchise rights and obligations. 3.7
Franchise system A management and operation system jointly operated by the franchisor and the franchisee under a unified brand and business model. [SB/T 10410-2007, Definition 2.2
Franchise modelfranchise raodelThe overall operation mode that can be replicated by the franchisor, including the authorization of franchise resources, the sales of products or services and franchise guidance.
Franchise guidancemanagemebtguidanceThe consultation and suggestions on management, marketing, training, etc. given by the franchisor to the franchisee. 3.10
Franchise authorizationfranchiseauthorizationThe right obtained by the franchisee from the franchisor to use the franchisee's registered trademarks, corporate logos, proprietary technologies and other operating resources, and to provide certain services or sell certain products.
Franchise feefranchiscfec
The fee paid by the franchisee to the franchisor for the right to use the franchisor's trademarks, trade names, business models, patents and proprietary technologies and other operating resources.
［SB/T10410—2007, definition 2.6]
Franchise record
The franchisor shall comply with the procedures and contents stipulated in the Regulations on the Administration of Commercial Franchise and the Measures for the Administration of Commercial Franchise Records and submit materials related to franchise activities to the competent commercial department. The competent commercial department shall announce the franchisees that meet the above legal provisions and can engage in franchise activities.
Franchise information disclosureThe franchisor shall comply with the procedures and contents stipulated in the Regulations on the Administration of Commercial Franchise and the Measures for the Administration of Commercial Franchise Records ... At the same time, the franchisee of a single-store franchise may apply to the franchisor for opening an additional single store. [SB/T 10110-2007, definition 2.8.1]2
Sub-franchising
SB/T 10760-2012
The franchisor grants the franchisee the right to use its trademark, trade name, business model, patents and proprietary technology and other business resources to open franchise stores in a certain geographical area, and requires the franchisee to open a specified number of franchise stores within a specified time. The franchisee may also authorize others to open franchise stores in this geographical area.
[SB/T10410-2007, definition 2.8.3
4 Franchisor entity management
4.1 Franchisor entity definition
4.1.1 The franchisor shall be a retail business and a sales enterprise, and if a license is required, it shall have the relevant certificates and licenses required for retail business. 4.1.2 The franchisor shall have franchise resources for engaging in the retail industry. 4.1.3 The franchisor shall have at least two directly-operated stores and each directly-operated store shall have been in operation for more than --- years. 4.1.4 The franchisor’s franchise business shall have been registered with the competent commercial department. 4.1.5 The franchisor shall have continuous guidance capabilities and be able to provide franchisees with business guidance, technical support, business training, etc. 4.1.6 The quality and standards of franchised products or services shall comply with the requirements of laws, administrative regulations and relevant national regulations. 4.2 Changes and terminations of the franchisor’s entity
4.2.1 If the franchisor splits or merges, it shall consult with the franchisee or handle franchise affairs in accordance with relevant laws and regulations. 4.2.2 If the franchisor is terminated, the franchisor’s entity qualifications will be eliminated, and the termination of the franchise project shall be properly handled. 5 Franchise Resource Management
5.1 Trademarks
51.1 Trademarks approved by the Trademark Office of the State Administration for Industry and Commerce are registered trademarks, including product trademarks and service trademarks, which can be used as business resources. Unregistered trademarks that have been used first and have a certain influence can also be used as other business resources. 5.1.2 Registered trademarks should be valid. Invalid or expired registered trademarks should not be used as business resources. Please register trademarks that have been accepted but not yet approved. If there are other business resources, they can be used as business resources. 5.1.3 The franchisor should be the owner of the trademark (including original acquisition or succession acquisition) or the user with the right to re-license. 5.1.4 According to the table of similar goods and services, based on the "Nice Classification, Tenth Edition", retail trademarks include: Classes 1, 3, 6, 11, 14, 15, 1618, 20, 21, 23, 24, 25, 26, 27, 28, 29, 30, 32, 33, and 34. 5.2 Patents
5.2.1 Patents are inventions and creations protected by legal norms. They refer to an invention and creation that has been submitted to the national examination and approval authority for patent application. After passing the examination in accordance with the law, the patent applicant is granted the exclusive right to the invention and creation within a specified period of time. 5.2.2 Usually includes: inventions, utility models, and designs. 5.2.3 The implementation license of a patent may be obtained in the following ways: ordinary license, exclusive license, and exclusive license. 5.2.4 The franchisor shall be the owner of the patent right or the user with the right to sublicense. 5.3 Corporate logo
5.3.1 Corporate logo refers to any visible sign that can distinguish the goods of a natural person, legal person or other organization from the goods of others and can be registered as a trademark, including words, graphics, letters, numbers, three-dimensional signs and color combinations, as well as combinations of the above elements. 3
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5.3.2 The use of corporate logos as business resources must be registered for copyright and the copyright registration certificate must be obtained before it can be recognized as a business resource.
6 Franchise system management
6.1 Franchise resource authorization management
6.1.1 The franchisor may adopt a single-store franchise or sub-franchise business model by comprehensively considering factors such as the market conditions of the retail industry in the investment promotion area, the market conditions of logistics and distribution, the franchisee's operating capabilities, and the franchisor's development strategy. 6.1.2 The business resources authorized by the franchisor to the franchisee should meet the conditions of franchise resources. 6.1.3 The franchisee and the franchisor shall clarify the market channels and geographical space where the franchise resources can be used. 6.1.4 The time during which the franchisee can use the franchisee's franchise resources is generally consistent with the term of the franchise contract. The franchisor and the franchisee should clearly specify the conditions, time, process and related liability issues for the termination of authorization in the franchise contract. 6.1.5 The franchisor should ensure that there are no defects in the authorization to the franchisee. 6.1.6 The franchisee should use the franchise resources within the scope and period authorized by the franchisor. 6.2 Franchise investment management
6.2.1 When the franchisor conducts investment promotion, it should abide by relevant laws, regulations, rules and regulations, and should not engage in false propaganda, fraud, coercion, slander of business opponents and other illegal acts.
6.2.2 When the franchisor is recruiting, it should review the relevant qualifications of the franchisee and evaluate its operating capabilities. 6.2.3 Before formulating an investment policy, the franchisor should investigate the market conditions of similar products in the investment area and formulate a reasonable investment policy accordingly.
6.3 Franchise Logistics Management
6.3.1 The franchisor shall establish and improve the product quality inspection system. The products shall meet the requirements of national standards such as product quality, disinfection and hygiene. The supplier shall be required to provide product quality certificates and other documents when purchasing products. If the franchisor has the conditions for self-inspection, it shall conduct self-inspection to determine whether the products are qualified; if it does not have the conditions for self-inspection, it may request a qualified third party to conduct inspection when necessary. 6.3.2 The franchisor shall establish a complete logistics distribution system. 6.3.3 The franchisor shall establish a complete defective product return and destruction system. If there are product quality defects, product design problems that may cause harm to users, etc., the franchisor should actively require the franchisee to return, exchange, destroy, etc. 6.4 Franchise Operation Management
6.4. 1 Training
6.4.1.1 The training content of the retail industry shall at least include the following: basic product usage and characteristics, advantages and disadvantages of the industry, development trends of the industry, competitive advantages with similar products, etc. 6.4.1.2 If the franchisor authorizes the franchisee to engage in projects that require a license, the franchisor shall include the relevant license content and standards in the training content for the franchisee.
6.4.1.3 The franchisor can provide training to the franchisee in the form of store opening training, regular training, temporary training, special training, etc., which shall be determined by the franchisor based on factors such as brand development, industry changes and technological updates, market needs and franchisee needs. 6.4.2 Support
6.4.2.1 The franchisor shall maintain the franchised brand, establish and improve the brand quality, brand identification, brand supervision and protection mechanism; at the same time, it shall strengthen brand building, promote brand and enhance brand value. 4
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6.4.2.2 The franchisor shall continuously update the product technology and upgrade the service according to the needs and changes of the retail market and its product users to maintain the vitality of the product.
6.4.3 Supervision and guidance
6.4.3.1 The franchisor shall supervise and guide the daily business activities of the franchisee to ensure that the franchisee can accurately grasp the real-time changes of the product, the technical characteristics of the product update, and the accurate understanding of the industry situation. 6.4.3.2 If the franchisee is authorized to engage in projects that require a license and are assessed according to relevant standards, the franchisor shall supervise and guide with reference to the relevant licensing standards.
6.4.3.3 The franchisor shall not interfere with the normal business activities of the franchisor and shall not unreasonably increase the economic burden of the franchisee when conducting supervision and guidance. 6.4.3.4 The franchisor may supervise and guide the franchisee through visiting consumers, store visits, mystery shoppers, regional meetings, consumer feedback, statistical techniques, etc.
6.5 Franchise Customer Service Management
6.5.1 The franchisor shall establish and improve the customer service mechanism according to the needs of retail services, equip customer service personnel, formulate service rules and regulations, actively handle customer complaints, and restore customer files. 6.5.2 The franchisor shall establish and improve the emergency plan and reporting system for product safety accidents and health hazard accidents, and implement them in accordance with relevant national regulations.
6.6 Franchise Information Management
6.6.1 According to the needs of operation management, the franchisor may require the franchisee to use one or more information management systems in a unified manner. The unified use of product sales variety table, customer feedback table, similar product survey table, etc. 6.6.2 The franchisor shall establish and improve a comprehensive information management system, which shall generally be able to achieve comprehensive management of product sales, product quality, product safety, human resources, logistics, finance and other information. 7 Franchise contract management
7. 1 Franchise contract subjects
The parties to the franchise contract shall be the franchisor and the franchisee who meet the statutory conditions: 7.2 Franchise contract content
7.2.1 The basic content shall comply with the requirements of Article 11 of Chapter II of the Regulations on the Administration of Commercial Franchise, and other content may be added as needed. 7.2.2 The contract shall stipulate a reasonable period for the franchisee to unilaterally terminate the contract. 7.2.3 The term of the contract shall not be less than 3 years, except with the consent of the franchisee. 7.3 Franchise contract form
Franchise contracts and sub-franchise contracts shall be in written form, which shall be a formal contract text. 7.4 Jurisdiction over Disputes over Franchise Contracts
7.4.1 The franchisor or franchisee may submit disputes to arbitration by the arbitration committee in accordance with relevant legal provisions. 7.4.2 The franchisor or franchisee may choose the court at the place where the contract is signed, the place where the contract is carried out, the plaintiff's place of residence, the defendant's place of residence, or the place where the subject matter is located to handle disputes in accordance with relevant legal provisions. 7.4.3 The franchisor or franchisee may submit disputes to administrative authorities in accordance with relevant legal provisions. 5
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7.5 Performance of Franchise Contracts
7.5.1 The franchisor and franchisee shall strictly abide by the contract, actively perform their obligations and exercise their rights, and shall not change or terminate the contract without authorization.
7.5.2 The performance of the contract shall comply with laws, administrative regulations, respect social morality, and shall not disrupt the social and economic order or damage the public interest or the legitimate rights and interests of third parties.
7.5.3 The parties shall abide by the principle of good faith and perform obligations such as notification, assistance, and confidentiality according to the nature, purpose, and transaction practices of the contract. 8 Franchise Registration Management
8.1 Registration Subject
The registration subject shall be the franchisor and the franchisee. 8.2 Filing Contents
In addition to the filing materials required by Article 6 of the "Regulations on the Administration of Commercial Franchise Filing", special industries also need to submit documents such as "Health Permit" and "Special Industry Permit". 8.3 Filing Procedures
8.3.1 Within 15 days from the date of signing the first contract, the franchisor shall apply for filing with the filing authority. 8.3.2 The franchisor shall submit the application materials to the filing authority and obtain the registration number. 8.3.3 The franchisor shall submit the filing materials to the commercial franchise management system with the registration number. 8.3.4 The competent administrative department shall review and announce. 8.4 Franchise Contract Annual Report
The franchisor shall report the franchise contract situation to the filing authority in accordance with the provisions of Article 9 of the "Regulations on the Administration of Commercial Franchise Filing". 9 Franchise Information Disclosure Management
9.1 Time for Information Disclosure
The franchisor shall disclose information to the franchisee in accordance with the provisions of Article 4 of the "Regulations on the Administration of Commercial Franchise Information Disclosure". 9.2 Form of Information Disclosure
The franchisor shall disclose information to the franchisee in written form or other forms known to the public. The written form may be a special information disclosure document or an attachment to the franchise contract. 9.3 Content of Information Disclosure
The content of information disclosed by the franchisor to the franchisee shall comply with the provisions of Article 5 of the "Administrative Measures for the Disclosure of Commercial Franchise Information". 6
References
GB/T4754—2011 & National Economic Industry Classification》SB/T104102007 & Franchise Management System Guide》Tu Zhi. Commercial Franchise Law Application [M]. Beijing: Jiuzhou Publishing House, 2010, SB/T 10760—2012
Ma Xiuhong, Understanding and Application of Commercial Franchise Management System [MI. Beijing: China Business Press, 2008, Shen Jun. Introduction to Franchise Management [M. Beijing: Tsinghua University Press, Beijing Jiaotong University Press, 2009 Lin Xiao, Franchise Business Legal Solutions LM]. Beijing: Legal Publishing House, 2007 "Table of Distinction between Similar Goods and Services - Based on the Tenth Edition of the Nice Classification". iiKacaiaiKAca-
SB/T10760-2012
Print date: May 7, 2013 F009
Domestic Trade of the People's Republic of China
Industry Standard
Commercial Franchise Management Standard Retail Industry
SB/T 10760—2012
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