Franchises and licensing: legal foundations for fashion brands that want to grow safely

Expanding a fashion brand requires strategies to increase its presence, standardize operations, and broaden revenue streams without compromising its established identity and reputation. In this scenario, two models often stand out: franchising and licensing. While both are legitimate paths to growth, they have distinct legal structures and demand technical attention to avoid risks and losses.

In the franchising model, the brand grants the franchisee the right to operate under its name, following strict standards of quality, communication, operation, and visual identity. This format requires a structured Franchise Disclosure Document (FDD), detailed contracts, clear rules on training, supervision, and brand use, as well as complete standardization to ensure a uniform consumer experience. In fashion, where aesthetic consistency and brand alignment are fundamental, the absence of adequate formalization can lead to conflicts, breaches of standardization, and damage to the institutional image.

Licensing, on the other hand, allows the brand to authorize third parties to produce, market, or use certain elements of its portfolio—such as logos, prints, mascots, or special collections. It's a model that expands reach and enables new revenue streams, but it requires highly technical contracts with clauses on quality control, usage limits, royalties, auditing, exclusivity, and protection against misuse. Without these mechanisms, the licensee may exploit the brand inappropriately, compromise its reputation, or even generate irreversible commercial conflicts.

In both formats, trademark protection at the INPI (Brazilian National Institute of Industrial Property) is indispensable. Without registration, the company cannot license, franchise, or prevent misuse. Furthermore, it is essential to ensure the active management of this asset: renewal, monitoring, territorial expansion, and risk analysis.

Another critical point is continuous legal monitoring. When structuring expansion without specialized advice, many brands end up adopting hybrid models, weak contracts, or operational practices that do not comply with current legislation—especially the Franchise Law and Intellectual Property regulations. This misalignment can result in contractual nullity, litigation, and considerable losses.

To grow safely, every expansion decision must be supported by strategic legal analysis. This includes market assessment, document structuring, review of operating standards, brand protection, and continuous monitoring of contract execution.

Carolina Lago Advocacia, a law firm specializing exclusively in Fashion Law, offers comprehensive legal counsel to brands wishing to expand through franchises, licensing, or hybrid models, ensuring legal security, preservation of brand identity, and sustainable growth.

To learn more about our services or understand how our firm can assist your brand, please visit https://linktr.ee/carolinalagoadvocacia.