Franchise Legal Players: Andrae J. Marrocco, Partner and Co-Chair of the Franchise & Distribution Law Group, McMillan LLP

1851: Tell us about your background and your firm.

Andrae J. Marrocco, Partner and Co-Chair of the Franchise & Distribution Law Group, McMillan LLP: My transactional practice is focused on advising domestic and international businesses on franchise and distribution matters and corporate/M&A transactions. I have particular expertise in complex franchise arrangements, franchise system mergers and acquisitions and cross-border/international transactions. I work with businesses and franchise systems, from start-ups to mature international enterprises, across a broad range of industries including professional services, technology, automotive, restaurant, fitness and healthcare, childcare and education, manufacturing and commercial services.

I frequently present at Canadian and international franchise conferences and events. I also routinely write for national and international franchise journals and publications. I am an active member of various North American franchise organizations and serve on several steering committees.

I have been awarded the “Certified Franchise Executive” designation by the Institute of Certified Franchise Executives and am repeatedly named on the prestigious list of Legal Eagles by Franchise Times. I am also recognized by Chambers Canada, Who’s Who Legal: Franchise, Who’s Who Legal: Canada, The Canadian Legal Lexpert Directory, the Lexpert Guide to the Leading U.S./Canada Cross-Border Corporate Lawyers and Best Lawyers in Canada. My literary contributions on the subject of franchise-related mergers and acquisitions have earned me the title of Expert by Getting the Deal Through.

McMillan is a leading Canadian full-service law firm providing exceptional legal services to clients across Canada, the United States and internationally. With globally recognized expertise and leadership, our professionals provide integrated, creative and solutions-oriented legal advice from offices in Toronto, Vancouver, Calgary, Ottawa, Montréal and Hong Kong. McMillan is committed to excellence, quality and client-focused service.

1851: What are some must-ask questions when franchisors and franchisees are vetting potential franchise attorneys?

Marrocco: I actually wrote an article directly on this point.

1851: In broad terms, do you have a particular case that stands out to you as an industry learning experience?

Marrocco: There are several cases that have been learning experiences, but no specific one stands out that way.

1851: What is the most rewarding aspect of your work?

Marrocco: What’s most rewarding is working with franchisors across multiple industries, across numerous borders and on a range of transactions—most notably, franchise mergers and acquisitions.

1851: What are your top concerns for the franchise industry in the next year?

Marrocco: I am concerned by the ever-increasing regulation on non-franchise specific areas of law (e.g. privacy law), common (joint) employer issues and out-of-date franchise agreements.

1851: What are you most optimistic about in the franchise industry in the next year?

Marrocco: Franchising is a growing and maturing sector. There is increased franchise merger and acquisition activity, and more complex arrangements and more sophisticated players are being drawn to the area.