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Can a franchise be run under management? What buyers should investigate

Jan 10
8 min read
Can a franchise be run under management? An illustrative team discussion about business operations.

Hiring a manager can change who runs a franchise each day, but it does not remove the owner's financial and contractual responsibilities.

Can a franchise be run under management? Some franchise arrangements may permit it, but buyers need to investigate the particular agreement, the actual work involved and the earnings available after paying for management.


For an Australian buyer, the useful question is not simply whether someone else can open the doors. It is whether the proposed staffing structure is permitted, workable and financially sustainable without relying on unpaid owner labour.



The short answer


  • Confirm the proposed arrangement with the franchisor and obtain specialist legal advice on the agreement.

  • Verify what the current owner actually does, not just what the sale advertisement says.

  • Assess sustainable earnings after realistic management, staffing and relief costs.

  • Investigate manager retention, reporting systems and the plan for an unexpected vacancy.

  • Discuss the specific acquisition and operating plan with the lender or finance broker; approval is not automatic.



Can a franchise be run under management? Define the arrangement first


For this article, 'under management' means that a paid manager handles specified day-to-day operations while the owner retains an oversight role. It is a description of the proposed operating model, not proof that the owner can be absent or that income will continue without effort.


An owner-operated business may have a supervisor while still depending on the owner for sales, rostering and problem-solving. A genuinely managed operation should have a clearer allocation of those tasks. Labels such as 'semi-absentee' or 'fully managed' should therefore be translated into duties, hours and evidence.


Ask what the buyer will still be expected to do: approve payments, review results, recruit senior staff, manage the franchisor relationship or respond when something goes wrong. A management plan should identify these responsibilities rather than leave them implicit.



Check what the franchise agreement allows


The ACCC explains that a franchise agreement sets out the rights and responsibilities of the parties. Its guidance on the franchise agreement is a starting point, not a substitute for advice on the documents for this purchase.


Ask a franchise lawyer to identify any requirements for personal involvement, a nominated operator, approved management personnel, training or consent. Confirm whether the proposed buyer and manager arrangement satisfies them, including during the handover and if the manager changes.


Seek written clarification through your advisers where necessary. Do not assume that a seller's operating arrangement automatically transfers to a new owner, or that a salesperson's description overrides the contract. Check the lease, licences and other agreements for relevant requirements too.



Investigate how much work the seller really contributes


A business described as managed may still depend on the seller's knowledge, relationships or unpaid hours. Request an ordinary-week task schedule and ask what happens during busy periods, staff absences and equipment failures.


  • Who handles recruitment, rosters, payroll and staff performance?

  • Who manages ordering, stock control, customer complaints and local marketing?

  • Does the owner generate sales or deliver specialist services personally?

  • Who liaises with the franchisor, landlord, suppliers and professional advisers?

  • Are family members contributing work that is missing from payroll costs?


Compare the answers with rosters, payroll records, job descriptions and operating reports. Speak with the manager through an agreed due-diligence process. Consider what knowledge or customer relationships might leave with the seller and what a documented handover would need to cover.



Reassess earnings after the full cost of management


Headline profit is not necessarily the amount available to a buyer who plans to work fewer hours. An accountant should review the seller's adjustments and assess sustainable earnings under the proposed operating structure.


If owner remuneration has been added back to advertised earnings, an appropriate replacement cost may need to be deducted. Conversely, if a suitable manager's full cost is already included, avoid deducting the same expense twice. The task is to reconcile the numbers with the actual work.


Include more than the manager's base salary


  • Superannuation and applicable employment on-costs.

  • Leave coverage, overtime, penalties and allowances where relevant.

  • Recruitment, induction and franchise-system training.

  • Additional supervisory support or relief staffing.

  • Workers compensation insurance and other applicable costs, with advice on their treatment.


Employment costs should be checked against the relevant role and working arrangements. The Fair Work Ombudsman's hiring guidance explains the importance of employment conditions, pay, hours and records. A job title or salary alone does not establish that all obligations have been met.


Separate operating earnings from cash available


Debt repayments, tax obligations, equipment replacement and working-capital movements can affect cash even where an accounting profit is reported. Have your accountant prepare a cash-flow view alongside the earnings assessment, using realistic assumptions rather than treating advertised profit as spendable income.


As a simple illustration, a seller may work on sales and rostering while a supervisor runs the floor. If the buyer expects one new manager to cover all those duties, both staffing costs and operating capacity need reassessment. This is an illustration of the process, not a forecast of wages, profit or returns.



Assess the manager, the team and the vacancy plan


The current manager's experience, tenure and willingness to remain may be important, but continued employment should not be assumed. Your legal and employment advisers should review the proposed transfer, contractual arrangements and relevant employee obligations.


Investigate whether the role is realistically resourced. One person may not be able to cover every trading hour, administrative task and emergency. Review the deputy or relief arrangements, training needs and authority to make decisions.


Then test an unexpected vacancy: who runs the business, who recruits a replacement, and what extra costs could arise? If the buyer cannot step in personally, the contingency plan needs to account for that limitation. Retaining a manager does not eliminate key-person dependence if only that manager knows how everything works.



Look for systems that support meaningful owner oversight


Remote access to sales reports is useful only if someone understands and checks them. Investigate how sales, bank deposits, payroll, stock and franchise fees are reconciled, and who reviews exceptions.


  • Written procedures for opening, closing, ordering and customer issues.

  • Clear spending limits and approval rules for refunds and payments.

  • Regular reporting on sales, labour costs, margins and cash balances.

  • Controls over system access, banking and changes to supplier details.

  • An escalation process for safety issues, staff shortages and franchisor concerns.


Ask to see evidence that these processes operate in practice. A manual provided by the franchise system may help, but does not establish that this site follows it. Arrange an operational review where specialist knowledge is needed.



How may lenders assess an under-management acquisition?


A lender may examine verified trading history, adjusted earnings, the proposed management structure, buyer experience, contribution, security and cash reserves. Requirements vary by lender and transaction; no ownership model carries a universal approval rule.


Explain the buyer's expected involvement clearly. A lender may want to understand who will run the site, whether that person has relevant experience, what approvals are required and whether earnings support repayments after the staffing changes.


The broader funding considerations are outlined in How to Finance the Purchase of a Franchise Business in Australia. Recognition of a franchise brand does not guarantee approval of the individual application.


Existing sites and new sites require different evidence


An existing operation may offer evidence of how it has traded with management already in place. Check whether that history genuinely reflects the arrangement the buyer proposes, rather than assuming last year's figures will continue unchanged.


A new or greenfield site has no site-specific trading history. Its forecasts should include management costs, opening delays, recruitment and the period before sustainable trading. Fairlane's new franchise site versus existing business comparison explains this distinction.


Keep the full funding requirement in view, including staffing and contingency reserves as well as purchase or fit-out costs. See What Costs Can Franchise Finance Cover? for related considerations. Forecast revenue should not be treated as guaranteed.



A practical due-diligence checklist before committing


  1. Legal permission: review the franchise agreement, disclosure material, lease and required consents with specialist advisers.

  2. Owner dependence: document the seller's tasks, hours, relationships and proposed handover.

  3. Management continuity: verify the manager's role, experience, employment arrangements and willingness to remain.

  4. Adjusted finances: reconcile financial statements, BAS, sales, bank records and payroll, then assess full replacement costs.

  5. Operating resilience: review systems, relief coverage, equipment needs and contingency cash.

  6. Funding assessment: provide the proposed structure and supporting evidence to the broker or lender; keep investment due diligence separate.


This framework supplements, rather than replaces, a full acquisition review. business.gov.au's guide to buying an existing business recommends examining financial records, operations and legal documents.



What documents may help an initial finance assessment?


Ask the broker what is needed for the particular proposal. A useful starting pack may include:


  • Recent financial statements, interim accounts, BAS and business bank statements.

  • The sale proposal, purchase-price breakdown and available draft contract.

  • Franchise agreement, disclosure material, lease and proposed consent requirements.

  • An organisation chart, rosters, payroll summaries and management job descriptions.

  • The seller's duties schedule and the proposed manager's experience and continuity plan.

  • A business plan, adjusted earnings and cash-flow forecasts, including relief costs.

  • The buyer's experience, financial position, contribution and proposed security.


Accountants assess financial assumptions; lawyers assess contracts and legal obligations; employment and operational specialists investigate staffing and delivery. A finance broker can assess possible lending pathways and funding structures, but does not determine whether the acquisition is a suitable investment.



Questions to ask the franchisor and existing franchisees


  • Is this specific ownership and management arrangement permitted, and what written approvals or training are needed?

  • Which duties must the franchisee personally perform?

  • How do comparable sites organise management and relief coverage?

  • What work do owners still perform outside the site's roster?

  • What tends to happen when an experienced manager leaves?

  • What continuing fees, systems costs or refurbishment commitments should be included?


The ACCC's before-you-sign guidance encourages buyers to investigate the business, speak with current and former franchisees and obtain independent advice. Other owners' experiences provide context, not a promise about this site's performance.



Frequently asked questions


Does 'under management' mean a franchise is passive?


No. It describes an allocation of daily work. The owner may still need to supervise results, make financial decisions and meet contractual responsibilities. Investigate the actual workload and permitted arrangement.


Can I keep my existing job while owning a franchise?


Possibly, but confirm the agreement's involvement requirements and whether the proposed management and oversight plan is practical. Do not assume a franchise system or lender will accept the arrangement.


Should I deduct a manager's salary from advertised profit?


Have an accountant reconcile the earnings first. A replacement cost may be necessary if owner labour has been added back, but a management expense already included should not be deducted twice.


Will a lender approve a managed franchise because the brand is recognised?


Not automatically. The lender may assess the particular business, buyer, management plan and repayment capacity. Brand recognition is not approval of an individual application.


What if the existing manager leaves after settlement?


Investigate relief coverage, replacement recruitment, training and cash needs before buying. Obtain advice on employment arrangements and avoid relying on an assumption that the manager will remain.



The conclusion: test the arrangement, not the label


Running a franchise with a paid manager may be possible, but permission, operating capability and financial sustainability are separate questions. Investigate all three with qualified advisers before treating an under-management description as a workable ownership plan.



Considering Buying a Franchise?


Discuss how lenders may assess your proposed acquisition and management structure.




General information only. This article does not constitute financial, credit, legal, tax, accounting, compliance, investment or valuation advice. Finance is subject to lender approval, eligibility criteria, terms, fees and conditions. Consider obtaining independent professional advice for your circumstances before acting.



Sources and further reading


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