Before you can offer or sell your franchise in 19 states that have franchise registration or exemption laws, you must first register or make an exemption notice filing with that state’s franchise regulatory authorities.

REGISTRATION STATES (MUST BE REGISTERED BEFORE YOU CAN OFFER OR SELL - NEED STATE SPECIFIC FDD)	NON-REGISTRATION (OR "FTC") STATES (NO FILING - YOU CAN OFFER AND SELL WHEN FDD IS COMPLETED)
California Hawaii Illinois Indiana Maryland Michigan Minnesota New York North Dakota Rhode Island South Dakota Virginia Washington Wisconsin EXEMPTION STATES (MUST BE REGISTERED BEFORE YOU CAN OFFER OR SELL - USE FTC FDD) Florida Kentucky (One-time filing) Nebraska (One- time filing) Texas (One- time filing) Utah	Alabama Alaska Arizona Arkansas Colorado Connecticut Delaware Georgia Idaho Iowa Kansas Louisiana Maine Massachusetts Mississippi Missouri Montana Nevada New Hampshire New Jersey New Mexico North Carolina Ohio Oklahoma Oregon Pennsylvania South Carolina Tennessee Vermont West Virginia Wyoming

Most prospective franchisors already have an existing business in operation and in these circumstances, we recommend a separate corporation be formed in order to insulate your ongoing business from franchising activities and to minimize the cost of audited financial statements required to be included in your offering circular. If your existing attorney isn't doing this work for you, we could form a California corporation for a flat fee.

In order to complete your FDD, you must obtain certified financial statements from an independent accountant. The costs for an audit vary depending on the length of time the corporation has been in existence. For a newly formed corporation, the costs of an audit should be relatively minimal. If you elect to conduct the franchise from an existing entity that not previously been audited and is conducting (or has conducted) retail business operations, the cost of the audit will be greater. Accountants' fees vary and you should determine what your existing accountant (if you have one) would charge. If you have no accounting firm that would be willing to provide audited financial statements, we could refer you to an excellent accounting firm who can prepare audited statements on a newly-formed company for a very competitive flat fee.

Another necessity for a franchise is a registered trademark or service mark. If you don't already have it registered or if your existing attorney isn't doing this work for you, we could refer you to trademark counsel.

The costs for postage, photocopies and telephone toll charges are absorbed in the hourly or flat legal fee charged. Other expenses advanced for you (including filing fees to franchise regulatory or other government agencies and courier services, such as Express Mail, FedEx or UPS) are billed at actual cost.