Bangkok · Thailand · ASEAN
Franchise & Distribution Counsel
For Those Who Read the Document Twice
Khaolak Counsel assists brand owners, master franchisees, and distribution partners in preparing, reviewing, and negotiating agreements that are built to hold — not just to sign.
Practice Areas
Three Core Services
Each service is delivered as careful written work — memoranda, redlines, and considered correspondence — rather than off-the-shelf documentation.
Master Franchise Agreement Drafting & Negotiation
Considered preparation and negotiation of master franchise agreements between foreign brand owners and Thai master franchisees — territorial rights, performance milestones, royalty structures, and post-termination provisions addressed in full.
- Territorial scope and exclusivity terms
- Royalty and marketing fund structures
- Brand standards and supply arrangements
- Choice-of-law and dispute resolution
Distribution & Reseller Agreement Review
A focused review of distribution, reseller, and dealer agreements — delivered as a written memorandum with redline suggestions and a short summary suitable for boards and commercial directors deciding how deeply to engage with the document.
- Exclusivity scope and purchase obligations
- Termination triggers and stock handling
- Intellectual property usage rights
- Written redline with board-ready summary
Franchise Disclosure & Pre-Contract Memorandum
A short written memorandum on disclosure documentation that a Thai franchisor or master franchisee may consider providing to prospective sub-franchisees before contract signing — including supporting financial information and calmer pre-contract conversation approaches.
- Pre-contract disclosure framework
- Financial information presentation
- Limitations on forward-looking statements
- Network expansion readiness support
Why This Firm
Working With Khaolak Counsel
Document-First Approach
Every engagement produces written work — memoranda, annotated drafts, and correspondence you can share with your board or counterpart without editing.
Thailand & ASEAN Focus
Franchise and distribution practice concentrated in Thailand, with practical familiarity in the cross-border questions that arise for brand owners moving into the wider ASEAN market.
Relationship Timeframes
Franchise relationships routinely span a decade or more. The counsel here is shaped by that horizon — not by the pace of a closing date.
Plain Language Deliverables
Written output is drafted to be understood by the commercial team, not only by other lawyers. Summaries front every memorandum.
Both Sides of the Table
Experience assisting both incoming brand owners and Thai master franchisees means the practical concerns of each party are well understood before drafting begins.
Transparent, Fixed Fees
Each service is offered at a published fee in Thai Baht. No hourly surprises — the scope and price are confirmed before the work begins.
Begin the Conversation
Does Your Agreement Reflect the Relationship You Are Building?
Franchise and distribution arrangements involve commitments that extend well beyond the signing date. A considered review at the right stage tends to reduce the number of difficult conversations later. We are pleased to receive field inquiries by email or telephone.
Common Questions
Field Notes — Frequently Asked
What documents do you need to provide when requesting a franchise agreement review?
For a master franchise agreement engagement, the most useful starting point is the latest draft or signed agreement, any existing disclosure documents, and a short note on the territory, fee structure, and the relationship's current stage. There is no minimum document length required before we can begin.
How long does the distribution agreement review process typically take?
The distribution and reseller agreement review is generally delivered within five to eight working days from receipt of the complete document. For time-sensitive matters, the timeline can sometimes be accommodated on request — please note this when submitting your inquiry.
Do you assist foreign brand owners entering Thailand for the first time?
Yes. A considerable portion of the practice involves advising foreign brand owners preparing to appoint a Thai master franchisee or distributor for the first time. We can discuss the registration landscape, the practical realities of network support across a new territory, and the agreement provisions that tend to matter most in the first three years.
Is there a formal registration requirement for franchise agreements in Thailand?
Thailand does not currently have a dedicated franchise registration statute in the manner of some other jurisdictions. However, franchise arrangements may touch on business law, intellectual property registration, and foreign business regulations depending on structure. The pre-contract memorandum service addresses the disclosure questions that careful franchisors and franchisees tend to raise regardless of statutory requirement.
What does the fixed fee include — is there any additional cost after payment?
The published fees cover the written deliverable as described for each service — the agreement draft or review memorandum, redline suggestions, and the front summary. A brief follow-up call to discuss the written output is included. Work that goes beyond the original scope — for example, substantial renegotiation rounds or additional document sets — would be discussed and agreed separately before proceeding.
Can you assist with ASEAN distribution agreements beyond Thailand?
The distribution review service covers agreements with counterparts in Thailand or across ASEAN as described. For matters involving multiple jurisdictions with significant local law questions in each, we would discuss the scope with you at the outset and indicate clearly which elements fall within our practice and which might benefit from additional local counsel.
Location
Our Office
218 Ratchadaphisek Road, Huai Khwang, Bangkok 10310
Field Inquiry
Send a Message to the Firm
Describe the matter briefly below. All inquiries are read by a member of the team and responded to within two working days.
Contact Details
-
Telephone
+66 2 936 4827 -
Email
[email protected] -
Address
218 Ratchadaphisek Road
Huai Khwang, Bangkok 10310
Thailand -
Office Hours
Monday – Friday
09:00 – 17:30 (ICT, UTC+7)Inquiries received outside hours
are addressed the next working day.
All communications received are treated with discretion. Initial inquiries do not create a lawyer-client relationship.