pelangilawina
+60 3-2283 6147 Get in Touch
pelangilawina — Franchise and Licensing Solicitors

Franchise & Licensing Law · Kuala Lumpur, Malaysia

Building Sound Legal Foundations for Franchise Networks in Malaysia

pelangilawina assists franchisors, franchisees, and IP owners in navigating the Franchise Act 1998 and Malaysian commercial licensing requirements — with thoroughness, clarity, and a careful understanding of your situation.

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Regulated by the Malaysian Bar

Legal Services

Franchise & Licensing Legal Support

Our practice focuses specifically on franchise and licensing law in Malaysia, enabling us to approach each matter with the depth and context that comes from sustained specialisation.

Franchise Registration & Disclosure
Registration
From RM 600

Franchise Registration & Disclosure

Structured registration assistance for franchisors under the Franchise Act 1998, covering disclosure document preparation, operations manual legal review, franchise fee structuring, and application submission to the Ministry of Domestic Trade.

  • Franchise disclosure document preparation
  • Operations manual legal review
  • Foreign franchisor compliance arrangements
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Franchise Agreement Drafting
Agreements
From RM 1,300

Franchise Agreement Drafting & Review

Careful drafting and independent review covering territory definition, IP usage terms, supply chain obligations, renewal conditions, termination provisions, and dispute resolution — reviewed against mandatory terms under the Franchise Act 1998.

  • Master franchise and area development agreements
  • Franchise Act 1998 mandatory terms compliance
  • Franchisee-side independent review available
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IP Licensing & Commercialization
IP Licensing
From RM 2,250

Licensing Agreement & IP Commercialization

Comprehensive support for commercialising IP through trademark, technology, manufacturing, or content licensing — including royalty framework structuring, sublicensing terms, and Competition Act 2010 compliance review.

  • Royalty calculation frameworks and audit rights
  • Performance milestones and sublicensing terms
  • Competition law implications assessment
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Why pelangilawina

A Practice Built Around Franchise & Licensing Law

Focusing on one area of law allows us to work at a greater depth of knowledge and practical context than would otherwise be possible. Here is what that means for clients.

Franchise Act 1998 Depth

Sustained practice in franchise registration and compliance means our team maintains current, detailed knowledge of the Act's requirements and how the Ministry processes applications.

IP Protection & Commercialization

We help IP owners structure licensing arrangements that protect their assets while enabling productive commercial relationships — with careful attention to quality control and royalty mechanics.

Both-Sides Perspective

Having advised both franchisors and franchisees, we understand the concerns each party brings to a negotiation. That perspective shapes agreements that are more balanced and durable in practice.

Cross-Border Franchise Support

We assist foreign franchisors entering the Malaysian market and Malaysian franchisors expanding internationally, addressing the distinct registration and compliance requirements each scenario involves.

Multi-Unit Expansion Structuring

For franchisors planning multi-unit or master franchise models, we help design the legal architecture that supports brand consistency while accommodating realistic regional flexibility.

Clear, Accessible Communication

Legal documents should be understood, not merely signed. We take time to explain key terms and implications in plain language so clients can make well-considered decisions throughout the process.

Take the Next Step

Structuring Your Franchise or Licensing Arrangement Properly

The terms set at the outset of a franchise or licensing relationship shape how that relationship operates over many years. Our team can help you put the right foundations in place from the beginning.

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+60 3-2283 6147
[email protected]

Common Questions

Frequently Asked Questions

What is the Franchise Act 1998 and who is required to comply?
The Franchise Act 1998 governs franchise arrangements in Malaysia. Any person intending to operate or sell a franchise must register with the Registrar of Franchises at the Ministry of Domestic Trade and Consumer Affairs before commencing business. This applies to both domestic and foreign franchise systems. Operating without registration can result in fines and potential legal liability, making proper registration a practical prerequisite to any franchise activity in Malaysia.
How long does franchise registration with the Ministry typically take?
Timelines vary depending on the completeness of the application and the Ministry's current processing queue. A well-prepared submission with all required disclosure documentation in order proceeds more efficiently. Our team helps applicants put complete, compliant applications together to reduce the likelihood of additional information requests causing delays. We can provide a more specific estimate once we have reviewed your situation and documents.
What information is required in a franchise disclosure document?
The franchise disclosure document is central to the registration process and must contain prescribed information under the Franchise Act. This includes the franchisor's background and track record, details of the franchise system and business concept, financial projections, fee structures, litigation history where applicable, and the terms of the franchise agreement. Our team reviews draft disclosure documents to confirm that all mandatory elements are accurately and completely presented before submission.
Can a foreign franchisor register and operate in Malaysia?
Yes, foreign franchisors can register their systems in Malaysia. The process involves distinct requirements compared to domestic registration, and there are additional considerations around how disclosure documents are adapted for Malaysian regulatory purposes and what local compliance arrangements are needed. We assist international franchise brands in navigating these requirements and in identifying appropriate local partners where relevant.
What distinguishes a franchise arrangement from a licensing arrangement?
The distinction has meaningful legal consequences. A franchise arrangement under the Franchise Act 1998 involves the franchisee operating under the franchisor's broader system, brand, and business model — typically with training, operational standards, and support obligations. A pure licensing arrangement grants rights to use specific IP without necessarily imposing a broader business system. Whether a commercial arrangement qualifies as a franchise under the Act is an important question that affects registration obligations and statutory protections available to both parties.
How are royalties typically structured in IP licensing arrangements?
Royalty structures vary considerably based on the nature of the IP, the industry, and the commercial context. Common approaches include percentage-of-revenue royalties, fixed periodic payments, milestone-based fees, and combinations of these. A well-drafted licensing agreement will also address audit rights enabling the licensor to verify reported figures, the currency for payments, payment frequency, and what the parties' options are if royalty obligations are not met. We help structure these terms in a commercially realistic and legally clear manner.
What protections does the Franchise Act provide for franchisees?
The Franchise Act includes provisions that support franchisees, including rights to receive proper disclosure before signing, requirements about the terms that must be present in franchise agreements, and some protections in relation to termination. Franchisees are encouraged to seek independent legal review of any agreement before signing so they can fully understand their rights and obligations. We are available to conduct independent reviews for prospective franchisees on a standalone basis.
When is a good time to seek legal advice on a franchise or licensing matter?
Early advice tends to be more useful than advice sought after problems have developed. For franchisors, we recommend engaging before your franchise documents are finalised. For franchisees, before signing any agreement. For licensing transactions, before term sheets or heads of agreement are settled — when the commercial structure can still be shaped. We are also available to assist where existing arrangements need to be reviewed or renegotiated due to changed circumstances.

Our Location

Visit pelangilawina

No. 42, Jalan Bangsar, 59200 Kuala Lumpur, Malaysia

Contact Us

Get in Touch

We welcome enquiries from franchisors, franchisees, and IP owners. Use the form below or reach us directly — all communications are treated with confidentiality.

Contact Details

Address

No. 42, Jalan Bangsar

59200 Kuala Lumpur, Malaysia

Office Hours

Monday – Friday: 9:00 AM – 6:00 PM

Saturday: 9:00 AM – 1:00 PM

Sunday & Public Holidays: Closed

pelangilawina is regulated by the Malaysian Bar. All matters discussed with our team are handled in confidence under solicitor-client privilege.

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