Saskatchewan’s new Franchise Disclosure Act and Regulations: what’s new and what’s different

Saskatchewan has enacted its first comprehensive franchise statute, The Franchise Disclosure Act, 2024, S.S. 2024, c.13 (the “Act”), with accompanying Franchise Disclosure Regulations, S.R. 29/2025 and Franchise Disclosure Amendment Regulations, S.R. 84/2025 (the “Regulations”). Together, they largely track the approach taken in other provinces (Alberta, Ontario, Prince Edward Island, New Brunswick, Manitoba, and British Columbia), while introducing several Saskatchewan‑specific twists franchisors must address in national disclosure programs.

The Act received Royal Assent on the 8^th of May 2024, and both the Act and Regulations will come into force on the 30^th day of June 2026.

Core statutory framework: familiar duties, rights, and remedies

Saskatchewan’s Act adopts the familiar building blocks seen across the regulated provinces: fair dealing/good faith duties, freedom to associate, robust pre‑sale disclosure obligations, statutory rescission and damages remedies, non‑waiver of rights, and Saskatchewan‑forum protections. These features will be recognizable to franchisors operating nationally.

• Duty of fair dealing and good faith. Every franchise agreement imposes a duty of fair dealing, including good faith and reasonable commercial standards, with a right of action for breach. This follows the requirements in other provinces.
• Franchisees’ right to associate. Franchisors may not interfere with or penalize franchisees for associating, and any contrary contract term is void; damages are available for contravention. This protection is standard among other provinces.
• Mandatory pre‑sale disclosure. Franchisors must deliver a single, complete disclosure document at least 14 days before any agreement is signed or consideration is paid and must update for material changes. The content must be accurate, clear, and concise. These core principles align with other provinces.
• Statutory rescission. If disclosure is late or non‑compliant, franchisees may rescind within 60 days of receipt; if disclosure is never provided, rescission is available within two years of signing. The Act prescribes restitutionary consequences within 60 days of effective rescission. These timelines and remedies are consistent with other jurisdictions’
• Statutory damages and deemed reliance. Franchisees have a right of action for misrepresentation in disclosure or material change statements, and for non‑compliance with disclosure obligations, with deemed reliance subject to specified defenses. This structure parallels other provinces.
• Non‑waiver and Saskatchewan forum. Any contractual attempt to waive statutory rights or to oust Saskatchewan law/jurisdiction is void as to claims otherwise enforceable in Saskatchewan, including arbitration clauses specifying out‑of‑province forums. These protections are comparable to those in other provinces.

What must be in Saskatchewan disclosure documents

The Regulations prescribe specific content, much of which corresponds to the disclosure regimes in B.C. and Ontario. Franchisors using a national template can generally satisfy Saskatchewan by layering province‑specific inserts.

• Up‑front risk warnings. Saskatchewan requires four risk statements, presented together at the beginning of the document, addressing due diligence on the franchisor, the need for independent legal/financial advice, and contacting franchisees, with a pointer to the lists included in disclosure. The concept is common, but the exact wording must be mirrored for Saskatchewan.
• Dispute resolution description. The disclosure must describe any contractual restrictions or requirements on arbitration, mediation, or other ADR, including venue requirements is aligned with other provinces’ transparency requirements.
• Franchisor financial statements (with exemptions). Financial statements must be included unless a specified exemption applies; they can be audited or reviewed in accordance with accepted Canadian or international standards, and certain U.S. standards. Timing rules (i.e., most recent year and 180‑day grace period) apply. These mechanics are consistent with other provinces, though Saskatchewan’s express recognition of multiple standards is notable.
• Detailed franchisor and system information. Required items cover the franchisor’s identity, business form, time in business/franchising, directors/officers’ backgrounds, litigation/administrative orders/civil findings, insolvencies, and agent‑for‑service where applicable (discussed below). These categories align with other provinces.
• Detailed franchise opportunity information. The Regulations require disclosure of establishment costs, other fees, guarantees/security, operating cost estimates, earnings projections (if provided), financing, training, manuals, advertising funds, purchasing/supply restrictions, rebates and benefits, territory (or a “no territory” statement), proximity policies/practices (discussed below), trademarks, required licences/permits, owner participation, and termination/renewal/transfer provisions.
• Franchisee lists and closures. Saskatchewan requires lists of current franchisees of the same type in Canada (with a “closest foreign jurisdiction” supplement if fewer than 20 are listed), franchisor‑owned businesses of the same type in Canada, former franchisees within the last fiscal year who exited by specified means (including certain foreign jurisdictions if used to supplement current lists), and aggregate closures over three fiscal years. These categories resemble other provinces’ transparency objectives, with some Saskatchewan‑specific mechanics.
• Prescribed Certificate. A prescribed certificate must be signed (sole director/officer or at least two directors/officers) confirming the disclosure contains no untrue statements and includes all required material facts and information; a parallel certificate is required for each statement of material change.
• Delivery methods. Saskatchewan accepts personal delivery and also registered mail, prepaid courier with tracking/confirmation, and specified electronic delivery if certain conditions are met, with written acknowledgment for electronic delivery. This is consistent with modernized regimes.

Key Saskatchewan Differences

Although broadly aligned with B.C. and Ontario, Saskatchewan introduces several distinct requirements or selections among existing provincial models that must be reflected in national disclosure templates and processes.

• Large investment exemption set at $5 million. Saskatchewan follows B.C. by prescribing a $5 million “investment” threshold for the disclosure exemption under section 6(8)(i) of the Act.
• Mandatory agent for service for out‑of‑province franchisors. If the franchisor’s principal business address is outside Saskatchewan and the franchisor is offering a Saskatchewan franchise, the disclosure must identify a person in Saskatchewan authorized to accept service. National forms must include a Saskatchewan agent‑for‑service field.
• Proximity policies and practices: broader, express disclosure. Saskatchewan requires a description of the franchisor’s policies and practices, if any, on proximity between existing franchises and four enumerated categories: (a) another franchise of the franchisor or franchisor’s associate of the same type; (b) another distributor using the franchisor’s or associate’s marks; (c) a franchisor‑owned franchise distributing similar products/services under different marks; and (d) a franchise granted by the franchisor distributing similar products/services under different marks.
• Saskatchewan‑specific risk warnings and exact wording. The four mandatory risk statements must appear together at the beginning of the disclosure and should be reproduced verbatim. National documents require a Saskatchewan insert to track this language.
• Financial statement standards expanded by amendment. The October 2025 amendments to the Regulations confirm that audited/reviewed financials may comply with CPA Canada or IAASB standards and expressly recognize certain U.S. auditing/review standards (AICPA/PCAOB for audits; U.S. review engagement standards). This clarification aids U.S.‑based systems and should be reflected in the “basis of preparation” and accountant reports included in Saskatchewan disclosure.
• Prescribed deposit cap and electronic delivery conditions. Saskatchewan caps refundable “deposit” payments at 20% of the initial franchise fee to avoid triggering the 14‑day disclosure clock exceptions and permits electronic delivery if the entire disclosure is viewable/printable without external links and a written acknowledgment is received. National processes should align with this numeric cap and acknowledgment protocol.
• Lists supplementation using nearest foreign jurisdiction when there are fewer than 20 current Canadian franchisees. If fewer than 20 same‑type Canadian franchisees exist, franchisors must add same‑type franchisees from the foreign jurisdiction closest to Saskatchewan until reaching 20 (or all). Parallel rules apply to former franchisees if that foreign list is used. National list‑building scripts should account for this Saskatchewan‑specific completion rule.

Closing Thoughts

For franchisors, it will be essential to prepare a Saskatchewan-compliant disclosure package while maintaining a unified national document. Key actions should include inserting Saskatchewan-specific risk warnings, adding an agent-for-service block for out-of-province franchisors, expanding proximity policy disclosures, confirming financial statement standards, adjusting deposit protocols, and updating list-generation procedures to meet the completion rule. Franchisors should consider redlining their current national templates with these Saskatchewan inserts and certification language and prepare an updated implementation checklist for their own use.

For new franchisees, it will be important to thoroughly review any disclosure documents or materials and pay close attention to the risk warnings and proximity policies. Franchisees, or anyone considering acquiring a franchise, should ensure that they understand the financial obligations and any restrictions on territory or operations. Franchisees should try and contact current and former franchisees to gain insights into the franchise system. Of course, franchisees should always consider obtaining independent legal and financial advice to fully understand their rights and obligations under the new Act and Regulations.

Disclaimer. The content provided in this blog post is for informational purposes only and does not constitute legal advice. AI was used in the preparation of this article. Readers are advised to consult with a qualified lawyer for advice regarding specific legal issues or concerns. The information herein is not intended to create, and receipt of it does not constitute, a solicitor-client relationship.

#LegalUpdate #FranchiseLaw #Franchising #Saskatchewan #SaskLaw

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