Franchise development · Ukraine
Franchise development in Ukraine

The legal frame in Ukraine, briefly
Ukrainian law calls a franchise a commercial concession. Under Article 1115 of the Civil Code, the rights holder grants the user, for a fee, the right to use a set of rights in line with the rights holder's requirements, to make and sell goods or provide services. The subject matter can include trademarks, industrial designs, inventions, works, trade secrets, commercial experience and business reputation (Art. 1116). Both parties must be business entities (Art. 1117). The agreement must be in writing, or it is void (Art. 1118).
Three points that older guides often get wrong:
| Point | Current position | Source |
|---|---|---|
| State registration of the agreement | Removed from Art. 1118 by Law No. 191-VIII of 12.02.2015; written form is still mandatory | Civil Code, Law 191-VIII |
| Commercial Code chapter on commercial concession | The Commercial Code of Ukraine is no longer in force from 28.08.2025 (Law No. 4196-IX); Chapter 76 of the Civil Code is the governing text | Law 4196-IX, zakon.rada.gov.ua |
| Price setting by the franchisor | Void, as is a clause limiting sales to a customer category or territory (Art. 1122(2)–(3)) | Civil Code |
Other rules that shape the deal: the rights holder must hand over the technical and commercial documentation and instruct the user's staff, and by default provides ongoing support, training and quality control (Art. 1120). The rights holder carries subsidiary liability for quality claims against the franchisee, and is jointly liable with the franchisee for claims brought against the franchisee as the manufacturer of the rights holder's products (Art. 1123). An open-ended agreement can be terminated by either side on at least six months' notice (Art. 1126(1)), and the agreement ends if the rights holder's trademark right lapses without replacement (Art. 1126(3)). Our full walkthrough of these articles is in the commercial concession agreement (in Ukrainian) article.
Foreign brands entering Ukraine
Franchisors from Canada, the EU or elsewhere usually arrive with a disclosure-ready package built for their home market. What changes for Ukraine:
| Element | What to adapt | Who handles it |
|---|---|---|
| Agreement | Rebuilt as a commercial concession agreement under Chapter 76 with Ukrainian-law clauses on price, territory and termination | Ukrainian lawyer, business content from the franchisor |
| Trademark | A national application to the Ukrainian IP office or an international registration under the Madrid system covering Ukraine; a Ukrainian certificate runs 10 years from filing and is renewable (Art. 5(3)) | Patent attorney |
| Language | Customer-facing materials, menus, signage scripts and the outlet part of the manual in Ukrainian: the state language is the language of consumer service, and information may be duplicated in other languages (Art. 30, Law on the State Language) | Marketing MIX with the franchisor |
| Financial model | Rebuilt in hryvnia with local rent, wages, supplier prices and the franchisee's tax regime | Marketing MIX, accountant for tax lines |
| Payments | Cross-border royalties, currency and tax treatment checked before signing | Ukrainian accountant and lawyer |
| Structure | Direct agreements with each franchisee or a master partner; Ukrainian law allows sub-concession where the agreement provides for it (Art. 1119) | Franchisor decision, lawyer drafts |
| Sales kit | Ukrainian-language franchise page, local search and paid channels, qualification form | Marketing MIX |
Ukraine has no pre-contract disclosure statute comparable to Ontario's Arthur Wishart Act, under which a prospective franchisee must receive a disclosure document at least 14 days before signing or paying. Earnings claims still carry risk: the Law on Advertising treats advertising that misleads through inaccuracy, exaggeration or omission as misleading advertising and bans it (Arts. 1(11) and 10). We present franchisee earnings only as a model with stated assumptions and several scenarios.
Ukrainian brands franchising at home
For a Ukrainian company the sequence is the same one we use on every project:
- 01
Diagnostics
Owner interview, unit numbers by month, trademark check, readiness test. Outcome: package now, fix the model first, or grow your own network instead.
- 02
Model and numbers
Outlet format, territory, franchisee profile, the franchisor's own economics, entry fee and royalty. See the franchise financial model (in Ukrainian).
- 03
Network documents
Operations manual, brand and outlet standards, training programme.
- 04
Legal drafting
The lawyer turns our business content into the concession agreement, trademark licence and NDA.
- 05
Sales kit
Presentation, one-pager, franchise website or section, ads aimed at franchisees, lead qualification.
- 06
First partner
Close support for the first franchised outlet, then manual and model updates based on what it reveals.
The full document list is in our franchise package checklist (in Ukrainian). When a Ukrainian brand is ready to go abroad, the taking a Ukrainian franchise to the EU and Canada (in Ukrainian) article covers trademarks, disclosure rules and the financial model for a new country. For market-specific detail, see our pages on franchise development in Canada and franchise development in Europe.
What the package contains
Franchise model
Format, territory, franchisee requirements, what is transferred, what the franchisor keeps central
Who does it Marketing MIX with the owner
Financial model
Franchisor economics and franchisee unit economics: investment, monthly costs, break-even, payback, scenarios
Who does it Marketing MIX on your actual data
Operations manual
Product and service standards, daily processes, roles, checklists, reporting
Who does it Your team supplies the know-how, we structure and write
Brand and outlet standards
Brand book, signage, interior, uniforms, templates
Who does it Marketing MIX
Training
Pre-opening programme for the franchisee and staff, certification
Who does it Joint
Sales kit
Presentation, one-pager, franchise website, franchisee advertising, qualification
Who does it Marketing MIX
Legal block
Commercial concession agreement, trademark licence, NDA, annexes
Who does it Ukrainian lawyer, with our business content
Related services that often run alongside: market analysis before choosing cities, marketing strategy for the network, business plan development for franchisees who need financing, and website development for the franchise section.
What we have done on real projects
Fast Coffee is a network of self-service coffee stations in Ottawa and nearby Canadian cities, a brand within our group. The website serves two audiences: businesses that need coffee and future franchisees. For franchisees we built a section on terms, requirements, financing, support, marketing and training, and an operator document pack: business plan, presentation, unit economics, FAQ, one-pager and letters in English and French, plus location licence agreements in both languages. During the work we removed income promises and a "guaranteed money back" line from the site, because in Ontario franchise sales require a disclosure document under the Arthur Wishart Act. We now check for this in every project. Fast Coffee case.
Cookiddoo is a children's cooking studio in Kanata (Ottawa) that the Marketing MIX team launched from scratch with its founder; the work began in September 2024. Its four-language website has a franchise page for partners across Canada covering the launch plan, staff training, programme, branding and marketing support. Cookiddoo case.
Marketing MIX was founded in Kyiv in 2014 and has been headquartered in Ottawa since 2024, so we work in both the Ukrainian and Canadian markets.
Where our work ends and the lawyer's begins
Marketing MIX is a marketing and business packaging studio. We are responsible for the model, numbers, standards, brand, website and franchise sales. The commercial concession agreement, trademark licence, tax and payment structure are drafted and signed off by a Ukrainian lawyer and accountant, either your own or one we bring into the project.
Further reading
- Commercial concession agreement (in Ukrainian)mmix.ua/ua/upakuvannya-franshyzy/dohovir-komertsiinoi-kontsesii→
- Franchise package checklist (in Ukrainian)mmix.ua/ua/upakuvannya-franshyzy/shcho-vkhodyt-u-franchaizynhovyi-paket→
- Franchise financial model (in Ukrainian)mmix.ua/ua/upakuvannya-franshyzy/finansova-model-franshyzy→
- Taking a Ukrainian franchise to the EU and Canada (in Ukrainian)mmix.ua/ua/upakuvannya-franshyzy/vykhid-franshyzy-za-kordon→
- Franchise development in Canadammix.ca/franchise-development-canada→
- Franchise development in Europemmix.biz/franchise-development→
Franchise development FAQ
How is a franchise documented in Ukraine?
As a commercial concession agreement under Chapter 76 of the Civil Code of Ukraine (Articles 1115–1129). The rights holder grants the user, for a fee, the right to use a set of rights such as trademarks, trade secrets, commercial experience and business reputation, under the rights holder's requirements. The agreement must be in writing or it is void (Art. 1118), and the parties must be business entities (Art. 1117).
Does a franchise agreement have to be registered in Ukraine?
State registration of commercial concession agreements was removed from Article 1118 of the Civil Code by Law No. 191-VIII of 12 February 2015. Written form remains mandatory. A party may publish information about a trademark licence in the official bulletin of the Ukrainian IP office so that third parties are informed (Art. 16(9) of the Law on Protection of Rights to Marks for Goods and Services).
Is there a franchise disclosure law in Ukraine like Ontario's Arthur Wishart Act?
Chapter 76 of the Civil Code sets out the content of the agreement, the parties' duties and termination, and contains no pre-contract disclosure document requirement comparable to Ontario's 14-day rule. Advertising aimed at prospective franchisees is still covered by the Law of Ukraine on Advertising, which prohibits misleading advertising, so earnings claims belong in a financial model with stated assumptions.
Can a franchisor set retail prices for Ukrainian franchisees?
No. A clause allowing the rights holder to set the price of goods or services, or an upper or lower price limit, is void (Civil Code Art. 1122(2)). A clause limiting the user to selling only to a certain category of customers or only to customers located in a defined territory is also void (Art. 1122(3)). Exclusive territory is built from the franchisor's side: an undertaking not to grant the same rights to others in the user's territory (Art. 1122(1)).
What does a foreign brand need before franchising in Ukraine?
Trademark protection valid in Ukraine, either a national application to the Ukrainian IP office or an international registration under the Madrid system covering Ukraine; a financial model in hryvnia with local rent and wages; an operations manual and customer-facing materials in Ukrainian, since the state language is the language of consumer service (Art. 30 of the Law on the State Language); and a Ukrainian lawyer for the agreement, tax and payment questions.
How much does franchise development cost at Marketing MIX?
We quote a fixed estimate after a brief, because scope depends on what you already have: documented processes, brand standards, unit data, trademark. The starting point is a paid 30-minute consultation for 100 € or a written review from 200 €.
Laws and sources we cite
- Civil Code of Ukraine, Chapter 76 Commercial Concession, Arts. 1115–1129 (official text, zakon.rada.gov.ua, checked 26.10.2026)
- Law of Ukraine No. 191-VIII of 12.02.2015 (deregulation): state registration removed from Civil Code Art. 1118
- Law of Ukraine No. 4196-IX of 09.01.2025: Commercial Code of Ukraine repealed
- Commercial Code of Ukraine — status: no longer in force from 28.08.2025
- Law of Ukraine on Protection of Rights to Marks for Goods and Services, Art. 1 (international registration under the Madrid Agreement/Protocol), Art. 5(3) (10-year term), Art. 16 (licences)
- Law of Ukraine on Ensuring the Functioning of the Ukrainian Language as the State Language, Art. 30 (language of consumer service)
- Law of Ukraine on Advertising, Art. 1(11) (misleading advertising), Art. 10
- Ukrainian National Office for Intellectual Property and Innovations (UANIPIO)
- Arthur Wishart Act (Franchise Disclosure), 2000, S.O. 2000, c. 3 (Ontario)
Reviewed 26 October 2026.
Cost and how to start
We price franchise development as a fixed estimate after a brief, listing every document and stage; lawyer fees and state trademark fees appear as separate lines. The first step is a paid 30-minute consultation for 100 €, where we assess readiness and scope. If you prefer it in writing, a written review starts at 200 €: you send your numbers and current materials, we return a readiness assessment, a document list and a work plan. Reach us through the contact page.
Contact us
We will answer all your questions.
